HARTFORD LIFE INSURANCE CO
S-6EL24/A, 1996-08-28
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<PAGE>
                                                   Registration No. 33-61267

                      SECURITIES AND EXCHANGE COMMISSION

                                Washington, D.C.

                         PRE-EFFECTIVE AMENDMENT NO.2
                                   FORM S-6

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

A.   Exact name of trust:  Separate Account VL I

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

C.   Complete address of depositor's principal executive offices:
           P.O. Box 2999
           Hartford, CT  06104-2999

D.   Name and address of agent for service:

   
           Scott K. Richardson
           Assistant Counsel
           ITT Hartford Life and Annuity Insurance Company
           P.O. Box 2999
           Hartford, CT   06104-2999
    

     It is proposed that this filing will become effective:

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

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

E.   Title and amount of securities being registered:

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

F.   Proposed maximum aggregate offering price to the public of the 
     securities being registered:  Not yet determined.

G.   Amount of Filing Fee:  Paid

H.   Approximate date of proposed public offering:

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

<PAGE>

                      RECONCILIATION AND TIE BETWEEN

                        FORM N-8B-2 AND PROSPECTUS

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

            2.                 Cover page

            3.                 Not applicable

            4.                 The Company; Distribution of the Policies

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

            6.                 Separate Account VL I - General

            7.                 Not required by Form S-6

            8.                 Not required by Form S-6

            9.                 Legal Proceedings

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

           11.                 Summary; Separate Account VL I - Funds

           12.                 Summary; Separate Account VL I - Funds

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

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

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

<PAGE>


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



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

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

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

           19.                 Other Matters - Statements to Policy Owners

           20.                 Not applicable

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

           22.                 Not applicable

           23.                 Safekeeping of the Separate Account Assets

           24.                 Other Matters - Assignment

           25.                 The Company

           26.                 Not applicable

           27.                 The Company

           28.                 The Company - Executive Officers and Directors

           29.                 The Company

           30.                 Not applicable

           31.                 Not applicable


<PAGE>

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

           32.                 Not applicable

           33.                 Not applicable

           34.                 Not applicable

           35.                 Distribution of the Policies

           36.                 Not required by Form S-6

           37.                 Not applicable

           38.                 Distribution of the Policies

           39.                 The Company; Distribution of the Policies

           40.                 Not applicable

           41.                 The Company; Distribution of the Policies

           42.                 Not applicable

           43.                 Not applicable

           44.                 Detailed Description of Policy Benefits and 
                               Provisions - Accumulation Unit Values

           45.                 Not applicable

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

           47.                 Separate Account VL I - Funds

           48.                 Cover page; The Company

           49.                 Not applicable

           50.                 Separate Account VL I - General

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

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

           52.                 Separate Account VL I - Funds, Investment 
                               Advisers

           53.                 Federal Tax Considerations

           54.                 Not applicable

           55.                 Not applicable

           56.                 Not required by Form S-6

           57.                 Not required by Form S-6

           58.                 Not required by Form S-6

           59.                 Not required by Form S-6
<PAGE>
 
   
     ITT HARTFORD LIFE AND
     ANNUITY INSURANCE COMPANY
     P.O. Box 2999
     Hartford, CT 06104-2999
     Telephone (800) 243-5433
     STAG VARIABLE LIFE
     Flexible Premium
     Variable Life Insurance Policies
 
     [LOGO]
 
    
 
   This  Prospectus describes a flexible premium variable life insurance policy
 (the "Policies", and  each individually  a "Policy") offered  by ITT  Hartford
 Life  and Annuity Insurance Company ("ITT  Hartford") to applicants age 80 and
 under. For a given amount of Death Benefit chosen, the Purchaser of the Policy
 has considerable flexibility  in selecting  the timing and  amount of  premium
 payments.  In addition, the  Purchaser can select a  Guarantee Period, of from
 one to ten years, during which additional guarantees are provided. Among these
 is the guarantee that the Death Benefit will be no less than the Initial  Face
 Amount and the Policy will not lapse as long as certain Scheduled Premiums are
 paid  or  are provided  for  by favorable  investment  experience. Unscheduled
 Premium Payments are also allowed.
 
   The Guarantee Period selected  by You will affect  the benefits provided  by
 the  Policy. In general,  the longer the  Guarantee Period is,  the higher the
 Front-End Sales Loads and Surrender Charges are. However, the advantages of  a
 longer  Guarantee  Period  include lower  Cost  of Insurance  rates  and lower
 Mortality and Expense Risk  Rates. See "Guarantee Period"  on page 7 for  more
 details.
 
   Sales  agents can  provide prospective purchasers  with individualized sales
 illustrations which  reflect all  the  fees and  charges associated  with  the
 Policy options selected.
 
   The Policies provide for a death benefit payable at the Insured's death. The
 Policy  Owner may select  one of three  death benefit options;  a fixed amount
 equal to the Face Amount, a variable amount equal to the Face Amount plus  the
 Account  Value, or a variable amount equal to the Face Amount plus a return of
 Scheduled Premiums.
 
   Under all three options, the Policies  have Cash Values which increase  with
 the  payment of each  premium and which  decrease to reflect  fees and charges
 made by ITT Hartford. These fees and charges vary depending on the face amount
 of the Policy, the age of the Insured, the level of the premiums paid, and the
 length of the Guarantee Period.
 
   If a Policy  is surrendered during  the first two  Policy Years, the  Policy
 Owner  may be  entitled to a  refund of excess  loads in addition  to the Cash
 Surrender Value.
 
   There is no guaranteed minimum cash value for a Policy. The Cash Value of  a
 Policy  will also vary up or down  to reflect the investment experience of the
 Funds to which the premium payment(s) has been allocated and the Policy  Owner
 bears the investment risk for all amounts so allocated.
 
   The  initial premium will be allocated  to Hartford Money Market Sub-Account
 and after the  Right to  Examine Period  has expired, to  one or  more of  the
 Sub-Accounts  or  to the  Fixed  Account as  specified  in the  Policy Owner's
 application. The  Funds underlying  the Sub-Accounts  presently are:  Hartford
 Advisers  Fund, Inc., Hartford Capital  Appreciation Fund, Inc., Hartford Bond
 Fund, Inc.,  Hartford Dividend  and Growth  Fund, Inc.,  Hartford Index  Fund,
 Inc.,  Hartford  International  Opportunities  Fund,  Inc.,  Hartford Mortgage
 Securities Fund, Inc., Hartford Stock Fund,  Inc., and HVA Money Market  Fund,
 Inc. managed by Hartford Investment Management Company (the "Hartford Funds"),
 PCM  Diversified Income  Fund, PCM  Global Asset  Allocation Fund,  PCM Global
 Growth Fund, PCM Growth and Income Fund, PCM High Yield Fund, PCM Money Market
 Fund, PCM New Opportunities  Fund, PCM U.S. Government  and High Quality  Bond
 Fund,  PCM Utilities Growth and  Income Fund, and PCM  Voyager Fund managed by
 The  Putnam  Management   Company,  Inc.   (the  "Putnam   Funds"),  and   the
 Equity-Income  Portfolio,  Overseas  Portfolio  and  Asset  Manager  Portfolio
 managed by Fidelity Management & Research Company (the "Fidelity Funds").
 
   These Policies are subject  to a Front-End Sales  Load and Surrender  Charge
 which  are set forth in the sections entitled "Deduction from the Premium" and
 "Deductions and Charges from the Account  Value" on pages 21-26. In  addition,
 there  are examples  on pages  23-25 and to  help you  in your  selection of a
 Guarantee Period.
 ------------------------------------------------------------------------------
 
 MAXIMUM FRONT-END SALES LOADS ARE 50% OF THE PREMIUMS PAID IN THE FIRST POLICY
 YEAR, 11% IN  YEARS 2 THROUGH  10 AND 3%  IN YEARS 11  AND LATER. THE  MAXIMUM
 SURRENDER  CHARGE UNDER THE  POLICY IS 110%  OF THE PREMIUM  PAID IN THE FIRST
 POLICY YEAR. HOWEVER, ACTUAL CHARGES MAY  BE LESS. SEE "FRONT-END SALES  LOAD"
 ON  PAGE 21, "SURRENDER CHARGES"  ON PAGE 23, AND  "REFUND OF EXCESS LOADS" ON
 PAGE 13 FOR MORE DETAILS.
 ------------------------------------------------------------------------------
 
 IT MAY  NOT  BE  ADVANTAGEOUS  TO  PURCHASE  FLEXIBLE  PREMIUM  VARIABLE  LIFE
 INSURANCE  AS A REPLACEMENT FOR YOUR CURRENT  LIFE INSURANCE OR IF YOU ALREADY
 OWN A FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY.
 ------------------------------------------------------------------------------
 
 THIS PROSPECTUS IS VALID  ONLY IF ACCOMPANIED BY  THE CURRENT PROSPECTUSES  OF
 THE APPLICABLE ELIGIBLE FUNDS WHICH CONTAIN A FULL DESCRIPTION OF THOSE FUNDS.
 ALL PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
 ------------------------------------------------------------------------------
 ------------------------------------------------------------------------------
 THESE  SECURITIES HAVE NOT BEEN APPROVED  OR DISAPPROVED BY THE SECURITIES AND
 EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE  SECURITIES
 AND  EXCHANGE COMMISSION  OR ANY STATE  SECURITIES COMMISSION  PASSED UPON THE
 ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS
 A CRIMINAL OFFENSE.
 ------------------------------------------------------------------------------
 
 The date of this Prospectus is
<PAGE>
                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                           PAGE
 <S>                                                                       <C>
 GLOSSARY OF SPECIAL TERMS...............................................    4
 SUMMARY.................................................................    6
 DETAILED DESCRIPTION OF POLICY BENEFITS AND PROVISIONS..................   11
   General...............................................................   11
   Premiums..............................................................   11
     Premium Payment Flexibility.........................................   11
     Scheduled Premiums..................................................   11
     Unscheduled Premiums................................................   12
     Allocation of Premium Payments......................................   12
     Accumulation Units..................................................   12
     Accumulation Unit Values............................................   12
     Premium Limitation..................................................   13
   Cash Values...........................................................   13
     Amount Payable on Surrender of the Policy...........................   13
     Load Refund.........................................................   13
     Partial Withdrawals.................................................   14
   Transfers of Account Value............................................   14
     Amount and Frequency of Transfers...................................   14
     Transfers to or from Sub-Accounts...................................   14
     Transfers from the Fixed Account....................................   14
   Policy Loans..........................................................   15
     Loan Interest.......................................................   15
     Credited Interest...................................................   15
     Preferred Loan......................................................   15
     Loan Repayments.....................................................   15
     Termination Due to Excessive Indebtedness...........................   15
     Effect of Loans on Account Value....................................   15
   Death Benefit.........................................................   16
     Death Benefit Option................................................   16
     Option Change.......................................................   16
     Death Benefit Guarantee.............................................   16
     Minimum Death Benefit...............................................   16
     Increases and Decreases in Face Amount..............................   16
   Benefits at Maturity..................................................   17
   Lapse and Reinstatement...............................................   17
     Policy Surplus......................................................   17
     Lapse and Grace Period..............................................   18
     Reinstatement.......................................................   18
     Automatic Premium Loan Option.......................................   18
   The Right to Examine or Exchange the Policy...........................   19
   Surrender/Continuation Options........................................   19
     Option Descriptions.................................................   19
   Valuation of Payments and Transfers...................................   20
   Application for a Policy..............................................   20
   Reduced Charges for Eligible Groups...................................   20
   Deductions From the Premium...........................................   21
     Front End Sales Load................................................   21
     Premium Related Tax Charge..........................................   21
   Deductions and Charges From the Account Value.........................   21
     Monthly Deduction Amounts...........................................   21
     Surrender Charges...................................................   23
     Examples of Front-End Sales Loads and Surrender Charges.............   23
     Charges Against the Funds...........................................   25
     Taxes...............................................................   26
</TABLE>
 
                                       2
<PAGE>
<TABLE>
 <S>                                                                       <C>
 THE COMPANY.............................................................   26
 SEPARATE ACCOUNT VL I...................................................   27
   General...............................................................   27
   Funds.................................................................   27
     Hartford Funds......................................................   27
     Putnam Funds........................................................   28
     Fidelity Funds......................................................   29
   Investment Adviser....................................................   30
     Hartford Funds......................................................   30
     Putnam Funds........................................................   30
     Fidelity Funds......................................................   31
 THE FIXED ACCOUNT.......................................................   31
 OTHER MATTERS...........................................................   31
   Voting Rights.........................................................   31
   Statements to Policy Owners...........................................   32
   Limit on Right to Contest.............................................   32
   Misstatement as to Age................................................   32
   Payment Options.......................................................   32
   Beneficiary...........................................................   33
   Assignment............................................................   33
   Dividends.............................................................   33
 SUPPLEMENTAL BENEFITS...................................................   33
   Deduction Amount Waiver Rider.........................................   33
   Accidental Death Benefit Rider........................................   34
   Increase in Coverage Option Rider.....................................   34
   Maturity Date Extension Rider.........................................   34
 EXECUTIVE OFFICERS AND DIRECTORS........................................   35
 DISTRIBUTION OF THE POLICIES............................................   37
 SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS............................   37
 FEDERAL TAX CONSIDERATIONS..............................................   37
   General...............................................................   37
   Taxation of ITT Hartford and the Separate Account.....................   37
   Income Taxation of Policy Benefits....................................   38
   Modified Endowment Contracts..........................................   38
   Estate and Generation Skipping Taxes..................................   38
   Diversification Requirements..........................................   39
   Ownership of the Assets in the Separate Account.......................   39
   Life Insurance Purchased for Use in Split Dollar Arrangements.........   40
   Federal Income Tax Withholding........................................   40
   Non-Individual Ownership of Policies..................................   40
   Other.................................................................   40
   Life Insurance Purchases by Nonresident Aliens and Foreign
    Corporations.........................................................   40
 LEGAL PROCEEDINGS.......................................................   40
 EXPERTS.................................................................   40
 REGISTRATION STATEMENT..................................................   41
 LEGAL MATTERS...........................................................   41
 APPENDIX A ILLUSTRATION OF DEATH BENEFITS, ACCOUNT VALUES AND SURRENDER
    VALUES...............................................................   42
</TABLE>
 
                THE POLICIES MAY NOT BE AVAILABLE IN ALL STATES.
 
    THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH  OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER OR OTHER PERSON IS AUTHORIZED
TO GIVE ANY  INFORMATION OR  MAKE ANY  REPRESENTATIONS IN  CONNECTION WITH  THIS
OFFERING  OTHER THAN THOSE CONTAINED  IN THIS PROSPECTUS AND,  IF GIVEN OR MADE,
SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED ON.
 
                                       3
<PAGE>
                           GLOSSARY OF SPECIAL TERMS
 
    As used in this Prospectus, the following terms have the indicated meanings:
 
ACCOUNT VALUE: Value used to determine certain policy benefits and charges.
 
ACCUMULATION  UNIT: An accounting unit of measure used to calculate the value of
a Sub-Account.
 
ANNUAL SCHEDULED  PREMIUM  AND/OR SCHEDULED  PREMIUMS:  The amount  of  Premiums
selected by you within limits established under the Policy.
 
ATTAINED AGE: The Issue Age plus the number of fully completed Policy Years.
 
CASH SURRENDER VALUE: Cash Value less all Indebtedness.
 
CASH VALUE: The Account Value less all remaining Surrender Charges, if any.
 
CODE: The Internal Revenue Code of 1986, as amended.
 
DATE  OF ISSUE: The date from  which the Suicide and Incontestability provisions
are measured.
 
DEATH BENEFIT:  The Death  Benefit Option  in effect  determines how  the  Death
Benefit is calculated. The three Death Benefit Options provided are described in
the Death Benefit section of this Prospectus.
 
DEATH  PROCEEDS: The amount which we will pay  on the death of the Insured. This
amount equals the Death Benefit less any Indebtedness.
 
FACE AMOUNT: On the Policy Date, the Face Amount equals the Initial Face Amount.
Thereafter it may change in accordance with the terms of the Policy.
 
FIXED ACCOUNT: Portion of Account Value  invested in the General Account of  ITT
Hartford Life and Annuity Insurance Company.
 
FUNDS:  The registered open-end management  investment companies in which assets
of the Separate Account may be invested.
 
GUARANTEE PERIOD: The  period, selected by  you, from one  to ten years,  during
which  additional Policy guarantees  are provided. Among  these is the guarantee
that if Scheduled Premiums are paid, the Death Benefit will be no less than  the
initial  Face  Amount  regardless  of the  investment  performance  of  the Sub-
Accounts. See "Guarantee Period" on page 7.
 
GUIDELINE ANNUAL PREMIUM: The level annual premium payment necessary to  provide
the  future  benefits  under  the  policy  through  maturity,  based  on certain
assumptions specified  under  the  Federal Securities  laws.  These  assumptions
include  mortality charges based  on the 1980  CSO Table, an  assumed annual net
rate of return of 5% per year,  and deduction of the fees and charges  specified
in  the Policy. For purposes of the policy, the Guideline Annual Premium is used
only in limiting front-end sales loads and surrender charges.
 
ITT HARTFORD: ITT Hartford Life and Annuity Insurance Company
 
IN WRITING: in a written form satisfying to Us.
 
INDEBTEDNESS: The outstanding loan on the Policy, including any interest due  or
accrued.
 
INSURED: The person on whose life the Policy is issued.
 
ISSUE AGE: As of the Policy Date, the Insured's age on his/her last birthday.
 
LOAN  ACCOUNT: An account established for any amounts transferred from the Fixed
Account and Sub-Accounts  as a  result of loans.  The account  is credited  with
interest and is not based on the investment experience of the Separate Account.
 
MATURITY DATE: The date on which the Policy will mature.
 
MONTHLY  ACTIVITY DATE:  The Policy  Date and the  same date  in each succeeding
month as the Policy Date except that whenever the Monthly Activity Date falls on
a date other than a Valuation Day, the Monthly Activity Date will be deemed  the
next Valuation Day.
 
MONTHLY  DEDUCTION AMOUNT: The fees and  charges deducted from the Account Value
on the Monthly Activity Date.
 
NATIONAL SERVICE CENTER: Located in Minneapolis, Minnesota.
 
NET PREMIUM: The amount of premium actually credited to the Account Value.
 
POLICY: A  flexible  premium variable  life  insurance contract  issued  by  ITT
Hartford, as described in this Prospectus.
 
POLICY  ANNIVERSARY: An anniversary of the  Policy Date. Similarly, Policy Years
are measured from the Policy Date.
 
POLICY DATE:  The date  from which  Policy Anniversaries  and Policy  Years  are
determined.
 
                                       4
<PAGE>
POLICY LOAN RATE: The interest rate charged on policy loans.
 
POLICY  OWNER: The person having rights to  benefits under the Policy during the
lifetime of the Insured; the Policy Owner may or may not be the Insured.
 
POLICY SURPLUS: This is an amount which we calculate for each Policy Year during
the Guarantee Period to determine whether or not payment of a Scheduled  Premium
is required and is calculated as described in "Policy Surplus" on page 17.
 
POLICY YEARS: Annual periods computed from the Policy Date.
 
PRO  RATA BASIS:  An allocation  method based on  the proportion  of the Account
Value in the Fixed Account and each Sub-Account.
 
SCHEDULED PREMIUM: Amount of premium shown on your specifications.
 
SEPARATE ACCOUNT:  An  account established  by  ITT Hartford  Life  and  Annuity
Insurance  Company to separate the assets funding the Policies from other assets
of ITT Hartford  Life and  Annuity Insurance  Company; in  this case,  "Separate
Account VL I".
 
SUB-ACCOUNT: The subdivisions of the Separate Account.
 
UNSCHEDULED  PREMIUMS:  Any  premium  payment  other  than  a  Scheduled Premium
Payment.
 
VALUATION DAY: Every day the  New York Stock Exchange  is open for trading.  The
value  of the Separate Account is determined at  the close of the New York Stock
Exchange (currently 4:00 p.m. Eastern Time) on such days.
 
VALUATION PERIOD:  The  period  between  the close  of  business  on  successive
Valuation Days.
 
YOU, YOUR: The Owner of the policy.
 
WE, US, OUR, THE COMPANY: ITT Hartford Life and Annuity Insurance Company.
 
                                       5
<PAGE>
                                    SUMMARY
 
THE POLICY
 
    The  flexible  premium  variable  life insurance  policies  offered  by this
Prospectus are funded by a Fixed Account  and Separate Account VL I, a  separate
account  established by ITT  Hartford pursuant to  Connecticut insurance law and
organized as a unit investment trust registered under the Investment Company Act
of 1940. Separate Account  VL I is presently  comprised of 22 sub-accounts  (the
"Sub-Accounts"  and each  individually a  "Sub-Account"), each  of which invests
exclusively in one of the underlying  Funds. If an initial premium is  submitted
with  an application for a  Policy, it will be  allocated, to the Hartford Money
Market Sub-Account. At  a later  date the values  in the  Hartford Money  Market
Sub-Account  will be allocated to  one or more of  the Sub-Accounts or the Fixed
Account as specified in the Policy  Owner's application. This later date is  the
latest of 45 days after the application is signed, ten days after We receive the
premium  and the  date We  receive the  final requirement  to put  the Policy in
force. The  Policies are  credited  with units  ("Accumulation Units")  in  each
selected Sub-Account, the assets of which are invested in the applicable Fund. A
Policy Owner may transfer the funds among the Sub-Accounts and the Fixed Account
subject  to  a transfer  charge.  See "Transfer  of  Account Value"  of Detailed
Description of Policy Benefits and Provisions, page 14.
 
    The Policies  are first  and  foremost life  insurance policies  with  death
benefits,  cash values,  and other  features traditionally  associated with life
insurance. The Policies are called "flexible premium" because, once the  desired
level  and  pattern of  Death  Benefits have  been  determined, a  purchaser has
considerable flexibility in the selection of the timing and amount of premium to
be paid. The Policies are called  "variable" because, unlike the fixed  benefits
of  an ordinary whole life insurance policy,  the Cash Value will, and the Death
Benefit may increase or decrease depending  on the investment experience of  the
Funds  to which the premium  payment(s) has been allocated.  However, as long as
the Policy remains  in force,  no partial withdrawals  occur, and  there are  no
requests  to increase or decrease the Face  Amount, the Death Benefit will never
be less  than the  Initial  Face Amount.  See  "Detailed Description  of  Policy
Benefits and Provisions -- Death Benefit", page 16.
 
POLICY DESIGN OPTIONS
 
    The  options in the Policy are structured  to give a Purchaser and his sales
agent the ability to  select a Policy tailor-made  for the purchaser's  specific
life insurance needs.
 
    The  Policy options which give the purchaser such flexibility fall into four
major categories:
 
    1. Death Benefit  Options --  These allow  the Purchaser  to select  various
       levels and patterns of Death Benefits.
 
    2. Premium  Options --  Once the  Purchaser has  decided on  the appropriate
       Death Benefit, he  then has considerable  flexibility in determining  the
       desired premium schedule.
 
    3. Guarantee  Period Options -- The Purchaser also has the ability to choose
       a Guarantee Period from one to ten years. During this period,  additional
       contractual  guarantees are provided.  Among these is  the guarantee that
       the Death Benefit will be  no less than the  Initial Face Amount and  the
       Policy  will not lapse as long  as certain Scheduled Premiums selected by
       the  Purchaser  are  paid  or   provided  for  by  favorable   investment
       experience.
 
    4. Investment  Options --  The Purchaser  has the  choice of  allocating the
       Policy's Account Value among nine or  less of the Policy's 23  investment
       options.  These  include  the  22  variable  sub-accounts  and  the fixed
       account.
 
DEATH BENEFIT
 
    The Policies provide for three Death Benefit options. These can be level and
equal to the  Face Amount,  a Face  Amount plus  Return of  Account Value  Death
Benefit  or a Face Amount plus Return of Scheduled Premium Death Benefit. At the
death of the Insured,  we will pay  the Death Proceeds  to the Beneficiary.  The
Death  Proceeds equal the Death Benefit  less any Indebtedness under the Policy.
See "Detailed Description of  Policy Benefits and  Provision -- Death  Benefit,"
page 16.
 
                                       6
<PAGE>
PREMIUM
 
    You  have considerable flexibility  as to when  and in what  amounts you pay
premiums.
 
    Prior to issue, you can choose the level of the Scheduled Premiums, within a
range determined by ITT  Hartford based on  the Face Amount  of the policy,  the
insured's sex (except where unisex rates apply), age at issue, and the insured's
risk classification.
 
    During  the Guarantee  Period, ITT Hartford  will guarantee  that the Policy
will not lapse, regardless of the investment experience of the Funds, if you pay
the Scheduled Premiums when due.  In addition, Unscheduled Premium Payments  are
allowed during the Guarantee Period.
 
    Even  if You  do not  pay all  Scheduled Premiums  due during  the Guarantee
Period, the Policy will stay in force as long as the Policy Surplus exceeds  the
Indebtedness in the Policy.
 
    After  the Guarantee Period,  You may change your  Scheduled Premiums to any
level you desire, and Unscheduled Premium  Payments are still allowed. Once  the
Guarantee  Period has  expired, the Policy  will not  lapse as long  as the Cash
Surrender Value is sufficient to cover the Monthly Deduction Amounts.
 
    No premium payment will be accepted which causes the Policy to not meet  the
tax  qualification guidelines for life insurance under the Internal Revenue Code
of 1986, as amended.
 
    There are circumstances, usually  if a Policy Owner  wants to refund  future
benefits in seven years or less, when the Policy may become a Modified Endowment
Contract  under  federal  tax  law.  If  it  does,  loans  and  other  pre-death
distributions are includable  in gross income  on an income-first  basis. A  10%
penalty  tax may be imposed on income distributed before the insured attains age
59 1/2.  Prospective purchasers  and  Policy Owners  are  advised to  consult  a
qualified  tax adviser  before taking steps  that may affect  whether the Policy
becomes a  Modified  Endowment  Contract. See  "Federal  Tax  Considerations  --
Modified Endowment Contract" for a discussion of the "seven pay test", page 37.
 
GUARANTEE PERIOD
 
    The  Guarantee Period selected  by You will affect  the benefits provided by
the Policy.  In general,  the longer  the Guarantee  Period is,  the higher  the
front-end  sales loads and  Surrender Charges are. However,  the advantages of a
longer Guarantee Period include:
 
    a.
     a longer period during which  Your Death Benefit is guaranteed,  regardless
     of the investment experience of the Sub-Accounts,
 
    b.
     a   longer  period  during  which  your  current  administrative  fees  are
     guaranteed (as a result, the longer the Guarantee Period is, the lower  the
     guaranteed administrative fees are),
 
    c.
     a  longer  period during  which your  current Cost  of Insurance  rates are
     guaranteed (as a result, the longer the Guarantee Period is, the lower  the
     guaranteed Cost of Insurance rates are),
 
    d.lower current Cost of Insurance rates,
 
    e.lower Mortality and Expense risk rates.
 
    In  addition, if you choose  a Guarantee Period longer  than five years, You
may be given the right to purchase additional coverage, subject to  limitations,
without any evidence of Insurability. See "Supplemental Benefits" on page 33.
 
    Due  to the way the different charges  and fees depend on different factors,
such as the length of  the Guarantee Period, it  is difficult to anticipate  the
net  effect of these charges on the  Policy values without a sales illustration.
Once a  purchaser,  in consultation  with  his sales  agent,  has decided  on  a
combination  of  policy  features,  (such as  face  amount,  level  of Scheduled
Premiums, Guarantee Period, and the age and sex of Insured) the sales agent will
provide that  purchaser with  an  illustration which  reflects the  charges  and
benefits  of that  particular combination  and a  summary of  Policy charges and
fees.  In  addition,  these  illustrations  are  available  for  any   allowable
combination of benefits which a prospective purchaser may request.
 
    For  more  information  concerning  Front-End  Sales  Loads,  see  page  21,
Surrender Charges, see  page 23,  Cost of Insurance  Charges, see  page 23,  and
Mortality and Expense Risk Charges see page 25.
 
                                       7
<PAGE>
SEPARATE ACCOUNT VL I
 
    Separate  Account VL  I is  a separate  account established  by ITT Hartford
pursuant to the insurance laws  of the State of  Connecticut and organized as  a
registered  unit  investment trust  under the  Investment  Company Act  of 1940.
Separate Account VL I is presently  comprised of 22 Sub-Accounts, each of  which
invests  exclusively in one of  the Funds. Each Hartford  Fund is organized as a
corporation under  the laws  of  the State  of Maryland  and  is a  an  open-end
management  investment company  registered under  the Investment  Company Act of
1940. The  Putnam  Funds  are  organized as  Putnam  Capital  Manager  Trust,  a
Massachusetts  business  trust  organized  on  September  24,  1987,  and  is an
open-end, series investment company with multiple portfolios or funds registered
under the  Investment  Company Act  of  1940.  The Fidelity  Funds  involve  two
diversified   open-end  management  investment  companies,  each  with  multiple
portfolios and organized  as a Massachusetts  business trust. The  Equity-Income
Portfolio  and  Overseas  Portfolio  are portfolios  of  the  Variable Insurance
Products Fund, organized on November 13, 1981. The Asset Manager Portfolio is  a
portfolio  of the  Variable Insurance Products  Fund II, organized  on March 21,
1988.
 
    Registration under  the Investment  Company  Act of  1940 does  not  involve
supervision  of  the  management  or investment  practices  or  policies  by the
Commission. The shares of  the Funds are  sold to Separate Account  VL I and  to
other  separate accounts  of ITT Hartford  or its affiliates  which fund similar
annuity or life insurance products.
 
    Currently, the  Funds are  Hartford Advisers  Fund, Inc.,  Hartford  Capital
Appreciation  Fund, Inc., Hartford Bond Fund, Inc., Hartford Dividend and Growth
Fund, Inc.,  Hartford Index  Fund,  Inc., Hartford  International  Opportunities
Fund,  Inc., Hartford Mortgage Securities Fund, Inc., Hartford Stock Fund, Inc.,
and HVA  Money  Market  Fund,  Inc.  (hereinafter  the  "Hartford  Funds"),  PCM
Diversified  Income Fund,  PCM Global Asset  Allocation Fund,  PCM Global Growth
Fund, PCM Growth and Income  Fund, PCM High Yield  Fund, PCM Money Market  Fund,
PCM  New Opportunities Fund, PCM U.S. Government and High Quality Bond Fund, PCM
Utilities Growth and Income Fund, and PCM Voyager Fund (hereinafter the  "Putnam
Funds"),  and the Equity-Income Portfolio,  Overseas Portfolio and Asset Manager
Portfolio  (hereinafter  the  "Fidelity  Funds").  Applicants  should  read  the
prospectuses  for each of  the Funds accompanying  this Prospectus in connection
with the purchase of a  Policy. The investment objectives  of each of the  Funds
are as set forth in "Separate Account VL I," page 27.
 
    Total  fund operating expenses in 1995, including management fees, were .65%
for Hartford Advisers Fund;  .68% for Hartford  Capital Appreciation Fund;  .53%
for  Hartford Bond Fund;  .77% for Hartford  Dividend and Growth  Fund; .39% for
Hartford Index Fund;  .86% for Hartford  International Opportunities Fund;  .47%
for  Hartford Mortgage Securities  Fund; .48% for Hartford  Stock Fund; .45% for
HVA Money Market Fund; .85% for PCM Diversified Income Fund; .84% for PCM Global
Asset Allocation Fund; .75% for PCM Global Growth Fund; .57% for PCM Growth  and
Income  Fund; .79% for PCM High Yield Fund; .57% for PCM Money Market Fund; .84%
for PCM New Opportunities  Fund; .70% for PCM  U.S. Government and High  Quality
Bond  Fund; .78% for PCM Utilities Growth  and Income Fund; .68% for PCM Voyager
Fund; .61% for Equity-Income  Portfolio; .91% for  Overseas Portfolio; and  .81%
for Asset Manager Portfolio.
 
    The  investment adviser  for the Hartford  Funds is  The Hartford Investment
Management Company,  a wholly-owned  subsidiary of  ITT Hartford.  The  Hartford
Investment  Management  Company,  Inc.  retains  a  sub-investment  adviser with
respect to some of the Funds. The Putnam Funds are advised by Putnam Investments
Management Inc, a subsidiary of Putnam Investments, Inc. The Fidelity Funds  are
managed  by Fidelity Management & Research Company. See "Separate Account VL I,"
page 27.
 
FIXED ACCOUNT
 
    Premium Payments and Cash Values allocated to the Fixed Account become  part
of  the general assets of  ITT Hartford. ITT Hartford  invests the assets of the
General Account in accordance with  applicable law governing the investments  of
Insurance Company general accounts.
 
DEDUCTIONS FROM THE PREMIUM
 
    Before  the allocation of the premium to the Account Value, a deduction as a
percentage of premium is  made for the front-end  sales load and premium  taxes.
The amount of each premium allocated to the Account Value is your Net Premium.
 
                                       8
<PAGE>
FRONT-END SALES LOAD
 
    The  front-end sales load of the premium  deduction is based on the level of
Scheduled Premiums, the length  of the Guarantee Period,  and the amount of  any
Unscheduled Premiums paid.
 
    The maximum front-end sales load percentages are 50% of the premiums paid in
the  first Policy Year, 11% in Policy Years 2 through 10, and 3% in Policy Years
11 and later.
 
    For all Guarantee Periods, the maximum amount of premium paid in any  Policy
Year  subject to  a front-end  sales load  is the  Guideline Annual  Premium. In
addition, if Scheduled Premiums are less than the Guideline Annual Premium,  the
maximum  amount of premium paid in the  first Policy Year subject to a front-end
sales load is the Scheduled Premium.
 
    The actual  schedule  of front-end  sales  loads  for any  given  Policy  is
specified in that Policy.
 
PREMIUM RELATED TAX CHARGE
 
    We  deduct a percentage of each premium  to cover taxes assessed against ITT
Hartford that are attributable to premiums. This percentage will vary by  locale
depending  on the tax rates  in effect there. The  range is generally between 0%
and 4%.
 
DEDUCTIONS AND CHARGES FROM THE ACCOUNT VALUE
 
    We will subtract amounts from your Account Value to provide for the  Monthly
Deduction Amount. These will be taken on a Pro Rata Basis from the Fixed Account
and Sub-Accounts on each Monthly Activity Date.
 
    The Monthly Deduction Amount equals:
 
    (a)
      the Cost of Insurance; plus
 
    (b)
      the charges for additional benefits provided by rider, if any; plus
 
    (c)
      the charges for "special" insurance class rating, if any; plus
 
    (d)
      the Monthly Administrative Fee, plus
 
    (e)
      the Mortality and Expense Risk Charge.
 
    ITT Hartford may also set up a provision for income taxes against the assets
of  Separate Account VL I. See "Deductions  and Charges From the Account Value,"
page 21 and "Federal Tax Considerations," page 37.
 
    The Mortality and Expense Risk Charge ranges from .90% annually for a Policy
with a one-year Guarantee Period and decreases proportionately as the  Guarantee
Period gets longer to .60% on a Policy with a ten-year Guarantee Period.
 
    Applicants should review the prospectuses for the Funds which accompany this
Prospectus  for a description of the charges assessed against the assets of each
of the Funds.
 
SURRENDER CHARGES
 
    A contingent deferred  sales load ("Surrender  Charge") is assessed  against
the  Account Value of a Policy if the Policy lapses or is surrendered during the
first nine Policy Years.  The amount of the  Surrender Charge applicable  during
the  first Policy Year is established by  ITT Hartford based on the premiums and
the length  of the  Guarantee Period  chosen  by the  Policy Owner.  Subject  to
certain limits imposed by state insurance law, the Surrender Charge decreases by
an  equal amount each Policy Year until  it reaches zero during the tenth Policy
Year.
 
    The actual schedule of Surrender Charges  for any given Policy is set  forth
in  that  Policy. In  addition,  sales agents  will  provide, upon  request, the
schedule of Surrender Charges which would apply under any given circumstances.
 
    The aggregate front-end sales load and Surrender Charge assessed if a Policy
lapses or is surrendered (i.e., the total sales load) will not exceed the  sales
load limitations specified by the Securities and Exchange Commission. Generally,
the  total sales  load under the  Policy will  not exceed 180%  of the Guideline
Annual
 
                                       9
<PAGE>
Premium, or 9% of  the sum of  the Guideline Annual Premium  that would be  paid
over  a 20-year period.  In cases where  the anticipated life  expectancy of the
insured(s) named in the Policy is less than 20 years, the total sales load  will
not  exceed  9% of  the sum  of the  Guideline Annual  Premiums for  the shorter
period.
 
LIMITS ON FRONT-END SALES LOADS AND SURRENDER CHARGES
 
    Certain Federal securities  and State insurance  laws and regulations  limit
the  front-end sales loads and surrender charges  which can be assessed on these
Policies. The  front-end sales  loads and  surrender charges  assessed in  these
Policies comply with these limitations.
 
    Front-end sales loads and Surrender Charges which cover expenses relating to
the  sale and distribution of the contracts  may be reduced for certain sales of
the contracts under circumstances which may result in savings of such sales  and
distribution expenses.
 
CASH VALUE
 
    As with many other types of insurance policies, each Policy will have a cash
value  ("Cash Value"). The Cash Value of the Policy will increase or decrease to
reflect the interest credited to the Fixed Account and Loan Account,  investment
experience  of the Sub-Accounts applicable to  the Policy and deductions for the
Monthly Deduction Amount.  There is  no minimum  guaranteed Cash  Value and  the
Policy  Owner  bears the  risk of  the  investment in  the Funds.  See "Detailed
Description of the Policy Benefits and Provisions -- Cash Value," page 13.
 
POLICY LOAN
 
    A Policy Owner may obtain a cash loan from ITT Hartford. The loan is secured
by the Policy. At the time a loan is requested, the Indebtedness (including  the
currently  applied for loan) may not exceed 90% of the Cash Value. See "Detailed
Description of Policy Benefits and Provisions -- Policy Loans," page 15.
 
CHARGES AGAINST THE FUNDS
 
    Separate Account VL I purchases shares of the Funds at net asset value.  The
net  asset  value  of the  Fund  shares  reflects investment  advisory  fees and
administrative and other expenses already deducted from the assets of the Funds.
These charges are described herein. See Charges Against the Funds, page 25.
 
THE RIGHT TO EXAMINE THE POLICY
 
    An  applicant  has  a  limited  right  to  return  his  or  her  Policy  for
cancellation. If the applicant returns the Policy within ten days after delivery
of  the Policy, or within 45 days after completion of the application, whichever
is latest (subject to applicable state regulation), ITT Hartford will return  to
the applicant, within seven days thereafter, the premium paid.
 
SURRENDER/CONTINUATION OPTIONS
 
    At  any time  prior to  the Maturity  Date, provided  the Policy  has a Cash
Surrender Value,  You may  generally choose  to have  the Cash  Surrender  Value
applied under one of the following options:
 
    OPTION A -- Surrender for Cash
 
    OPTION B -- Continue as Extended Term Insurance
 
    OPTION C -- Continue as Paid-Up Insurance
 
    See   "Detailed  Description   of  Policy  Benefits   and  Provisions,"  and
"Surrender/Continuation Options", pages 19.
 
TAX CONSEQUENCES
 
    The current Federal tax  law generally excludes  all death benefit  payments
from   the  gross   income  of   the  Policy   Beneficiary.  See   "Federal  Tax
Considerations," page 37.
 
                                       10
<PAGE>
                         DETAILED DESCRIPTION OF POLICY
                            BENEFITS AND PROVISIONS
                                    GENERAL
 
    This Prospectus describes a flexible premium variable life insurance  policy
where  the Purchaser of the Policy has considerable flexibility in selecting the
timing and amount of premium payments.  In addition, the Purchaser can select  a
Guarantee  Period, from one to ten years, during which additional guarantees are
provided such as the guarantee that the  Death Benefit will be no less than  the
Initial  Face Amount and the Policy will  not lapse as long as certain Scheduled
Premiums are paid  or are provided  for by favorable  investment experience.  As
stated below, Unscheduled Premium payments are also allowed.
 
                                    PREMIUMS
 
PREMIUM PAYMENT FLEXIBILITY
 
    A  significant feature of the Policy is that it gives you the ability to pay
amounts greater or less than the Scheduled Premiums.
 
    Prior to issue, you can choose the level of the Scheduled Premiums, within a
range determined by ITT Hartford,  based on the Face  Amount of the policy,  the
insured's sex (except where unisex rates apply), age at issue, and the insured's
risk classification.
 
    During  the Guarantee  Period, ITT Hartford  will guarantee  that the Policy
will not lapse, regardless of the investment experience of the Funds, if you pay
the Scheduled Premiums  when due  and the  Indebtedness never  exceeds the  Cash
Value.  In  addition,  Unscheduled  Premium  payments  are  allowed  during  the
Guarantee Period.
 
    Even if  you do  not pay  all Scheduled  Premiums due  during the  Guarantee
Period,  the Policy will stay in force as long as the Policy Surplus exceeds the
Indebtedness in the Policy.
 
    After the Guarantee Period,  you may change your  Scheduled Premiums to  any
level  you desire, and Unscheduled Premium  payments are still allowed. Once the
Guarantee Period has  expired, the Policy  will not  lapse as long  as the  Cash
Surrender Value is sufficient to cover the Monthly Deduction Amounts.
 
    See also "Lapse and Reinstatement" on page 17 for more details.
 
SCHEDULED PREMIUMS
 
    You  have  the  right  to  pay  Scheduled  Premiums  annually, semiannually,
quarterly, or monthly. The  first Scheduled Premium is  due on the Policy  Date.
During  the Guarantee Period, each  Scheduled Premium after the  first is due at
the expiration of the period for which the preceding Scheduled Premium was paid.
A Scheduled Premium may be  paid at any time prior  to its due date, subject  to
the  premium limitations set forth by the  Internal Revenue Code as indicated in
the "Premium Limitation" section. See page 13.
 
    During the Guarantee Period, if all Scheduled Premiums are paid when due and
if Indebtedness does not  exceed the Cash Value,  the Policy will not  terminate
due   to  insufficient  Cash  Surrender  Value,  regardless  of  the  investment
experience of the Funds.
 
    During the Guarantee  Period, if you  fail to pay  a Scheduled Premium  when
due,  and if, on the premium due date and  for the rest of that Policy Year, the
Policy Surplus exceeds the Indebtedness, payment of that Scheduled Premium  will
not  be  required in  that  year or  in  any future  year.  The Policy  will not
terminate due to this nonpayment. However, future Scheduled Premiums during  the
Guarantee  Period will be required unless the Policy Surplus continues to exceed
the Indebtedness in those future Policy Years. In addition, as is true with  any
premium, your Account Value and Policy Surplus in future years will be larger if
you make the premium payment than if you do not.
 
    For  example, to determine whether or not non-payment of a Scheduled Premium
in the second Policy Year would result in a lapse, You would compare the  actual
Account Value on the first Policy Anniversary to the
 
                                       11
<PAGE>
first  Target Account Value. If the actual Account Value was equal to or greater
than the  Target Account  Value and  the Indebtedness  remained less  than  this
Policy  Surplus, failure to pay any Scheduled  Premiums due in the second Policy
Year would not result in a lapse.
 
    After the Guarantee Period, ITT Hartford will send reminder notices for  the
Owner  to pay Scheduled  Premiums during the Insured's  lifetime. Payment of the
Scheduled Premium may not be  sufficient to keep the  policy in force after  the
end of the Guarantee Period.
 
UNSCHEDULED PREMIUMS
 
    Any  premium We  receive under  the Policy in  an amount  different from the
Scheduled  Premium  will  be  considered  an  Unscheduled  Premium.  Unscheduled
Premiums  of at  least $50.00 can  be made  at any time  while the  Policy is in
force.
 
ALLOCATION OF PREMIUM PAYMENTS
 
    The  initial  Net  Premium  will  be  allocated  to  Hartford  Money  Market
Sub-Account on the later of the Policy Date or the date We receive the premium.
 
    The  value in this Hartford Money  Market Sub-Account will then be allocated
to the  Fixed  Account and  Sub-Accounts  according to  the  premium  allocation
specified  in the application on the latest  of 45 days after the application is
signed, ten days after We receive the premium and the date We receive the  final
requirement to put the Policy in force.
 
    Any  additional  Net Premiums  received by  Us  prior to  such date  will be
allocated to the Hartford Money Market Fund Sub-Account.
 
    Upon written  request,  You  may change  the  premium  allocation.  Portions
allocated to the Fixed Account and Sub-Accounts must be whole percentages of 10%
or more. Subsequent Net Premiums will be allocated on the date received, if such
date is a Valuation Day, to the Fixed Account and Sub-Accounts according to Your
most  recent instructions,  subject to the  following. The Account  Value may be
allocated to no more than nine of these.  If We receive a premium and Your  most
recent  allocation instructions would violate this requirement, We will allocate
the Net Premium to the Fixed Account and Sub-Accounts according to Your previous
premium allocation.
 
    The owner receives several  different types of notification  as to what  his
current  premium allocation  is. The initial  allocation chosen by  the owner is
shown in the  contract. And,  each transactional confirmation  received after  a
premium payment will show how that premium has been allocated. In addition, each
quarterly statement summarized the current premium allocation in effect for that
contract.
 
ACCUMULATION UNITS
 
    Net  Premiums allocated to the Sub-Accounts  are used to credit Accumulation
Units  to  those  Sub-Accounts.  The  number  of  Accumulation  Units  in   each
Sub-Account  to be  credited to  a Policy  (including the  initial allocation to
Hartford Money Market Sub-Account) and the amount credited to the Fixed  Account
will  be  determined first  by multiplying  the Net  Premium by  the appropriate
allocation percentage  to determine  the portion  to be  invested in  the  Fixed
Account  or Sub-Account. Each  portion to be  invested in a  Sub-Account is then
divided by the then Accumulation Unit Value of that particular Sub-Account  next
computed following receipt of the payment.
 
ACCUMULATION UNIT VALUES
 
    The  Accumulation Unit Value  for each Sub-Account will  vary to reflect the
investment experience of  the applicable  Fund and  will be  determined on  each
Valuation  Day  by multiplying  the Accumulation  Unit  Value of  the particular
Sub-Account on the preceding Valuation Day  by a Net Investment Factor for  that
Sub-Account  for the Valuation Period then  ended. The Net Investment Factor for
each of  the Sub-Accounts  is equal  to the  net asset  value per  share of  the
corresponding Fund at the end of the Valuation Period (plus the per share amount
of any dividend or capital gain distributions paid by that Fund in the Valuation
Period then ended) divided by the net asset value per share of the corresponding
Fund at the beginning of the Valuation Period.
 
    All   valuations  in  connection  with  a  Policy,  e.g.,  with  respect  to
determining Cash Value and Account Value and in connection with Policy Loans, or
calculation of Death  Benefits, or  with respect  to determining  the number  of
Accumulation  Units to be credited to a  Policy with each premium payment, other
than the initial
 
                                       12
<PAGE>
premium payment, will be made on the date the request or payment is received  by
ITT  Hartford at the  National Service Center  if such date  is a Valuation Day;
otherwise such determination will be made on the next succeeding date which is a
Valuation Day.
 
PREMIUM LIMITATION
 
    If premiums are received which  would cause the Policy  to fail to meet  the
definition  of a life  insurance policy in accordance  with the Internal Revenue
Code, We will refund  the excess premium payments.  We will refund such  premium
payments and interest thereon within 60 days after the end of a Policy Year.
 
    Except  for Scheduled  Premiums that  are required,  a premium  payment that
results in an  increase in  the Death  Benefit greater  than the  amount of  the
premium will be accepted only after We approve evidence of insurability.
 
                                  CASH VALUES
 
    As  with traditional life insurance, each Policy will have a Cash Value. The
Cash Value is equal to the  Account Value less any remaining Surrender  Charges.
There is no minimum guaranteed Cash Value.
 
    The  Account Value of a policy changes on a daily basis and will be computed
on each Valuation  Day. The Account  Value will vary  to reflect the  investment
experience  of the Sub-Accounts, and the interest credited to the Fixed and Loan
Accounts as well as the Monthly Deduction Amounts. The Account Value of a Policy
changes on a daily basis and will be computed on each Valuation Day. The Account
Value will vary to  reflect the investment experience  of the Sub-Accounts,  and
the  interest credited  to the Fixed  and Loan  Accounts as well  as the Monthly
Deduction Amounts. The Account  Value of a particular  Policy is related to  the
net  asset  value of  the Funds  (as  provided daily  by each  Fund's custodian)
associated with  the Sub-Accounts,  if any,  to which  premium payments  on  the
Policy  have  been  allocated. The  Account  Value  in the  Sub-Accounts  on any
Valuation Day is calculated by multiplying  the number of Accumulation Units  in
each  Sub-Account as of the Valuation Day by the current Accumulation Unit Value
of that Sub-Account and  then summing the result  for all the Sub-Accounts.  The
Account Value equals the Account Value in the Sub-Accounts plus the value of the
Fixed and Loan Accounts. The Cash Value is the Account Value minus any remaining
Surrender  Charge. The Cash  Surrender Values which is  the net amount available
upon surrender  of the  Policy, is  the Cash  Value less  any Indebtedness.  See
"Detailed  Description of  Policy Benefits  and Provisions  -- Accumulation Unit
Values," page 12.
 
AMOUNT PAYABLE ON SURRENDER OF THE POLICY
 
    As long as the Policy  is in effect, a Policy  Owner may elect, without  the
consent  of  the Beneficiary  (provided the  designation  of Beneficiary  is not
irrevocable), to fully surrender  the Policy. Upon  surrender, the Policy  Owner
will  receive the  Cash Surrender  Value determined as  of the  day ITT Hartford
receives the Policy Owner's written request or the date requested by the  Policy
Owner,  whichever is later. The Cash Surrender  Value equals the Cash Value less
any Indebtedness.  The Policy  will terminate  on  the date  of receipt  of  the
written  request, or  the date  the Policy  Owner requests  the surrender  to be
effective, whichever is later.
 
LOAD REFUND
 
    If a Policy  is surrendered during  the first two  Policy Years, the  Policy
Owner  may be entitled to payment of a  refund in addition to the Cash Surrender
Value.
 
    The refund will be  equal to the excess,  if any, of the  sum of the  actual
front-end  sales load  charged to-date plus  the Surrender  Charge assessed upon
Surrender over:
 
    1. the sum of 30% of payments in aggregate amount less than or equal to  one
       Guideline Annual Premium plus 10% of payments in aggregate amount greater
       than  one Guideline Annual Premium but not more than two Guideline Annual
       Premiums; and
 
    2. 9% of each payment made in excess of two Guideline Annual Premiums.
 
                                       13
<PAGE>
PARTIAL WITHDRAWALS
 
    After the Guarantee  Period, partial  withdrawals are  allowed. The  minimum
partial  withdrawal allowed  is $500.00. The  maximum partial  withdrawal is the
Cash Surrender  Value, less  $1,000.00. A  partial withdrawal  charge of  up  to
$50.00  may be charged. A maximum of twelve partial withdrawals are allowed each
Policy Year; however,  only one (1)  partial withdrawal is  allowed between  any
successive  Monthly Activity Dates. The Face Amount  is reduced by the amount of
the Partial Withdrawal. Unless specified otherwise, the Partial Withdrawal  will
be deducted on a Pro Rata Basis from the Fixed Account and the Sub-Accounts.
 
                           TRANSFERS OF ACCOUNT VALUE
 
AMOUNT AND FREQUENCY OF TRANSFERS
 
    Upon  request  and as  long as  the Policy  is in  effect, You  may transfer
amounts among  the Fixed  Account and  Sub-Accounts. Transfers  may be  made  by
written  request or by calling  toll-free 1-800-231-5453. Transfers by telephone
may be made  by the agent  of record or  by the attorney-in-fact  pursuant to  a
power  of attorney. Telephone transfers may not be permitted in some states. The
policy of ITT Hartford and  its agents and affiliates is  that they will not  be
responsible  for losses resulting from acting upon telephone requests reasonably
believed to be  genuine. We will  employ reasonable procedures  to confirm  that
instructions  communicated by telephone are genuine; otherwise, We may be liable
for any losses due to unauthorized or fraudulent instructions. The procedures We
follow for transactions initiated by telephone include requirements that callers
provide certain identifying information for themselves (if not the Policy Owner)
and the Policy Owner. All transfer instructions by telephone are tape recorded.
 
    The amounts which  may be transferred  and the number  of transfers will  be
limited by Our rules then in effect.
 
    Currently  there are no restrictions on transfers other than those described
below. There is  no charge currently  for the  first four (4)  transfers in  any
Policy Year. Each subsequent transfer is subject to a $25 Transfer Charge.
 
    We  reserve the right  at a future date  to limit the  size of transfers and
remaining balances, and to limit the number and frequency of transfers.
 
TRANSFERS TO OR FROM SUB-ACCOUNTS
 
    In the event of  a transfer from a  Sub-Account, the number of  Accumulation
Units  credited  to the  Sub-Account from  which  the transfer  is made  will be
reduced. The reduction will be determined by dividing:
 
    1. the amount transferred by,
 
    2. the Accumulation Unit Value for that Sub-Account on the Valuation Day  We
       receive Your request for transfer In Writing.
 
    In  the event of a transfer to a Sub-Account, We will increase the number of
Accumulation Units credited to the Sub-Account. The increase will equal:
 
    1. the amount transferred divided by,
 
    2. the Accumulation  Unit  Value  for that  Sub-Account  determined  on  the
       Valuation Day We receive your request for transfer in writing.
 
TRANSFERS FROM THE FIXED ACCOUNT
 
    In  addition to the  conditions above, transfers from  the Fixed Account are
subject to the following:
 
    (a)
      the transfer must  occur during  the 30-day period  following each  Policy
      Anniversary; and
 
    (b)
      if  the Accumulated Value in Your Fixed Account exceeds $1,000, the amount
      transferred in  any  Policy  Year  may  be  no  larger  than  25%  of  the
Accumulated Value in the Fixed Account on the date of transfer.
 
                                       14
<PAGE>
                                  POLICY LOANS
 
    As  long as the Policy is in effect,  a Policy Owner may obtain, without the
consent of  the Beneficiary  (provided  the designation  of Beneficiary  is  not
irrevocable),  a cash loan from ITT Hartford. The total Indebtedness at the time
of the  new  loan  (including the  accrued  interest  on prior  loans  plus  the
currently applied for loan) may not exceed 90% of the Cash Value.
 
    The  amount of each  loan will be transferred  on a Pro  Rata Basis from the
Fixed Account and each  of the Sub-Accounts (unless  the Policy Owner  specifies
otherwise)  to the Loan Account. The Loan  Account is a mechanism used to ensure
that any outstanding Indebtedness remains fully secured by the Account Value.
 
LOAN INTEREST
 
    Interest will accrue daily on the  Indebtedness at the Policy Loan  Interest
Rate  indicated in  the Policy.  The difference  between the  value of  the Loan
Account and the Indebtedness will  be transferred on a  Pro Rata Basis from  the
Fixed  Account and  Sub-Accounts to  the Loan  Account on  each Monthly Activity
Date.
 
CREDITED INTEREST
 
    During the first ten Policy Years, any  amounts in the Loan Account will  be
credited  with interest at a  rate equal to the Policy  Loan Rate, minus 2%. For
Policy Years 11 and beyond, except for Preferred Loans described below, the Loan
Account will be credited with interest at  a rate equal to the Policy Loan  Rate
applicable to that Indebtedness, minus 1%.
 
PREFERRED LOAN
 
    If,  any time after the tenth Policy Anniversary, the Cash Value exceeds the
total of  all premiums  paid since  issue, a  Preferred Loan  is available.  The
amount  available for  a Preferred Loan  is the  amount by which  the Cash Value
exceeds total  premiums paid.  The amount  of the  Loan Account  which equals  a
Preferred Loan will be credited with interest at a rate equal to the Policy Loan
Rate.  The  amount  of  Indebtedness  that  qualifies  as  a  Preferred  Loan is
determined on each Monthly Activity Date.
 
LOAN REPAYMENTS
 
    You can repay any part of or the entire loan at any time.
 
    The amount of loan repayment will be deducted from the Loan Account and will
be allocated among the Fixed Account and Sub-Accounts in the same percentage  as
premiums are allocated.
 
TERMINATION DUE TO EXCESSIVE INDEBTEDNESS
 
    If  total Indebtedness  equals or  exceeds the  Cash Value,  the Policy will
terminate 61 days after  we have mailed  notice to your  last known address  and
that of any assignees of record. If sufficient loan repayment if not made by the
end of this 61 day period, the Policy will end without value.
 
EFFECT OF LOANS ON ACCOUNT VALUE
 
    A  loan, whether or not repaid, will  have a permanent effect on the Account
Value because the investment results of each Sub-Account will apply only to  the
amount  remaining  in  such  Sub-Accounts. In  addition,  the  rate  of interest
credited to the Fixed Account will  usually be different than the rate  credited
to the Loan Account. The longer a loan is outstanding, the greater the effect is
likely to be. The effect could be favorable or unfavorable. If the Fixed Account
and  Sub-Accounts earn more than the annual  interest rate for funds held in the
Loan Account, a Policy Owner's Account Value will not increase as rapidly as  it
would  have had no  loan been made.  If the Fixed  Account and Sub-Accounts earn
less than the Loan Account, the Policy Owners Account Value will be greater than
it would have been  had no loan  been made. Also, if  not repaid, the  aggregate
amount  of the outstanding  loan (i.e., the Indebtedness)  will reduce the Death
Proceeds and Cash Surrender Value otherwise payable.
 
                                       15
<PAGE>
                                 DEATH BENEFIT
 
    The Policies provide  for the  payment of the  Death Proceeds  to the  named
Beneficiary  when the Insured under the  Policy dies. The Death Proceeds payable
to the Beneficiary  equal the  Death Benefit  less any  Indebtedness. The  Death
Benefit depends on the Death Benefit Option selected by You.
 
DEATH BENEFIT OPTION
 
    There  are three Death Benefit Options:  the Level Death Benefit Option, the
Return of Account  Value Death Benefit  Option and the  Return of Premium  Death
Benefit  Option. Subject to the Minimum Death Benefit described below, the Death
Benefits under each option are:
 
    1. Under the  Level Death  Benefit Option,  the Death  Benefit is  the  Face
       Amount.
 
    2. Under the Return of Account Value Death Benefit Option, the Death Benefit
       is the Face Amount plus the Account Value.
 
    3. Under  the Return of  Premium Death Benefit Option,  the Death Benefit is
       the Face Amount plus the sum of the Scheduled Premiums paid.
 
OPTION CHANGE
 
    After the Guarantee Period, You may  change the Return of Scheduled  premium
or  Return of Account  Value Death Benefit  to the Level  Death Benefit. If that
option Change is elected, the Face Amount will become that amount available as a
Death Benefit immediately prior to the Option Change.
 
DEATH BENEFIT GUARANTEE
 
    During the Guarantee Period, if all Scheduled Premiums are paid when due and
if Indebtedness does not  exceed the Cash Value,  the Policy will not  terminate
due   to  insufficient  Cash  Surrender  Value,  regardless  of  the  investment
experience of the Funds.
 
MINIMUM DEATH BENEFIT
 
    Notwithstanding the above,  there is a  minimum Death Benefit  equal to  the
Account  Value  multiplied by  a  specified percentage.  This  percentage varies
according to the Insured's Issue Age, Attained Age, sex (where unisex rates  are
not used), and insurance class and are specified in the Policy.
 
    EXAMPLES OF THE MINIMUM DEATH BENEFIT:
 
<TABLE>
<CAPTION>
                                                                                           A            B
                                                                                      -----------  -----------
<S>                                                                                   <C>          <C>
Face Amount.........................................................................  $   100,000  $   100,000
Account Value on Date of Death......................................................       46,500       34,000
Specified Percentage................................................................         250%         250%
Death Benefit Option................................................................     Level        Level
</TABLE>
 
    In  Example A, the minimum Death  Benefit equals $116,250, i.e., the greater
of $100,000 (the  Face Amount) or  $116,250 (the  Account Value at  the Date  of
Death  of $46,500, multiplied by the  specified percentage of 250%). This amount
less any outstanding loans constitutes the Death Proceeds which we would pay  to
the Beneficiary.
 
    In  Example B, the death benefit is  $100,000, i.e., the greater of $100,000
(the Face Amount)  or $85,000 (the  Account Value of  $34,000 multiplied by  the
specified percentage of 250%).
 
    All  or part of  the Death Proceeds may  be paid in cash  or applied under a
"Payment Option." See "Other Matters -- Payment Options," page 32.
 
INCREASES AND DECREASES IN FACE AMOUNT
 
    At any time after the Guarantee Period, You may request a change in the Face
Amount by writing to Us.
 
    The minimum Face Amount  for an increase  or decrease will  be based on  Our
rules then in effect.
 
                                       16
<PAGE>
    All  requests  to increase  the Face  Amount must  be applied  for on  a new
application and  accompanied by  the Policy.  All requests  will be  subject  to
evidence of insurability satisfactory to Us. Any increase approved by Us will be
effective  on the date shown  on the new policy  specifications page 42 provided
that the deduction for the  Cost of Insurance for the  first month is made.  The
Monthly  Administrative Fee on the  first Monthly Activity Date  on or after the
effective date of the increase will reflect a charge for the increase.
 
    A decrease in the Face Amount will be effective on the Monthly Activity Date
following the date We receive the request. The remaining Face Amount must not be
less than Our minimum rules then in effect. Decreases will be applied:
 
    (a)
      to the most recent increase; then
 
    (b)
      successively to each prior increase, and then
 
    (c)
      to the Initial Face Amount.
 
    If You ask to decrease  Your Face Amount below  the Initial Face Amount,  We
will deduct a portion of any remaining Surrender Charge from Your Account Value.
This  will be done on a Pro Rata Basis. Your Surrender Charge will be reduced by
the same amount.
 
    The amount of the reduction will be equal to:
 
    (a)
      the Initial Face Amount minus the requested Face Amount, times
 
    (b)
      the Surrender Charge on the date of the request to change the Face Amount,
      divided by
 
    (c)
      the Initial Face Amount.
 
    We reserve the  right to  limit the number  of increases  or decreases  made
under the Policy to no more than one in any 12 month period.
 
                              BENEFITS AT MATURITY
 
    If  the Insured  is living  on the "Maturity  Date" (the  anniversary of the
Policy Date on  which the  Insured is  attained age  100), on  surrender of  the
Policy  to ITT  Hartford, ITT  Hartford will  pay to  the Policy  Owner the Cash
Surrender Value.  On  the Maturity  Date,  the  Policy will  terminate  and  ITT
Hartford will have no further obligations under the Policy.
 
                            LAPSE AND REINSTATEMENT
 
POLICY SURPLUS
 
    We  use  the  Policy Surplus  to  determine  whether or  not  a  policy will
terminate if Scheduled Premiums are not paid when due. If the Policy Surplus  is
greater than zero for a Policy Year, the Scheduled Premiums may not be required.
If, however, the Policy Surplus for a Policy Year during the Guarantee Period is
zero,  all Scheduled  Premiums due  in that  year are  required. Here  is how we
determine the Policy Surplus.
 
    The Policy Surplus for the first Policy Year is zero.
 
    The Policy Surplus  for each subsequent  Policy Year is  (a) minus (b),  but
never less than zero where:
 
    (a)
      is the Account Value at the end of the previous Policy Year; and
 
    (b)
      is  the  Target Account  Value for  the previous  Policy Year.  The Target
      Account Values are shown in the Policy.
 
    The  Target  Account  Value  on  each  anniversary  is  the  Account  Value,
determined  at issue, that would result  on each anniversary assuming all Annual
Scheduled Premiums were paid when due (including the one due on that anniversary
for the next Policy Year),  a 6% net yield on  assets (after fund level  charges
but  before the mortality and expense risk  charge is deducted) and current cost
of insurance and expense charges.
 
    Once determined for a given Policy Year, the Policy Surplus remains constant
for the entire Policy Year.
 
                                       17
<PAGE>
LAPSE AND GRACE PERIOD
 
    During the Guarantee  Period: If,  on any  given Monthly  Activity Date  the
Policy  Surplus for that Policy Year is  zero or less than the Indebtedness, all
Scheduled Premiums due in that Policy Year, on or before that date are  required
to keep the Policy in force. For any such required Scheduled Premium not paid on
or  before its due date, We  will allow a grace period  which ends 61 days after
that Monthly Activity Date. During this time the Policy will continue in  force.
If  any such  required Scheduled Premium  is not paid  by the end  of this grace
period, the Policy will  terminate except as  provided under the  Non-Forfeiture
Options  or unless You have elected the  Automatic Premium Loan Option and there
is sufficient Cash Value to cover the amounts due.
 
    After the Guarantee Period: The Policy may terminate 61 days after a Monthly
Activity Date on which the  Cash Surrender Value is  less than zero. The  61-day
period  is the Grace Period. If sufficient premium is not paid by the end of the
Grace Period, the Policy  will terminate without value.  ITT Hartford will  mail
the  Owner and any assignee written notice of the amount of premium that will be
required to continue the Policy in force at least 61 days before the end of  the
Grace  Period. The premiums required will be no greater then the amount required
to pay three Monthly Deduction Amounts as of the day the Grace Period began.  If
that  premium  is not  paid by  the end  of  the Grace  Period, the  policy will
terminate.
 
REINSTATEMENT
 
    Prior to  the  death  of  the  Insured,  and  unless  the  Policy  has  been
surrendered  for cash, the Policy may be  reinstated prior to the Maturity Date,
provided:
 
    (a)
      You make Your request within five years;
 
    (b)
      satisfactory evidence of insurability is submitted;
 
    (c)
      You pay all overdue required Scheduled Premiums, if any; and
 
    (d)
      if, at the time of reinstatement,  the Guarantee Period has expired,  and,
      if the amount paid in
 
    (e)
      is insufficient to do so, sufficient premium must be paid to:
 
        (i)  cover all Monthly Deduction Amounts  that are due and unpaid during
    the Grace Period, and
 
        (ii) keep  the  Policy in  force  for three  months  after the  date  of
    reinstatement.
 
    The  Face Amount of the  reinstated Policy cannot exceed  the Face Amount at
the time of lapse. The Account Value on the reinstatement date will reflect:
 
    (a)
      The Account Value at the time of termination; plus
 
    (b)
      Net Premiums attributable to premiums  paid at the time of  reinstatement;
      minus
 
    (c)
      a charge to reflect the benefits, if any, provided under the Extended Term
      or Reduced Paid-Up Options.
 
    The  Surrender Charges for  the reinstated policy  will be the  same as they
would have been on the original policy had no lapse and subsequent reinstatement
taken place.
 
    Upon reinstatement,  any Indebtedness  at the  time of  termination must  be
repaid or carried over to the reinstated Policy.
 
AUTOMATIC PREMIUM LOAN OPTION
 
    If You elect this option, We will automatically process a Policy Loan to pay
any  Scheduled Premium which is due and not  paid by the end of its grace period
following the due  date. You  may elect  this option  in the  application or  by
requesting  it In Writing  while no Scheduled Premium  is outstanding beyond its
due date.
 
    The Automatic Premium Loan Option will not be available if:
 
    (a)
      You have revoked the election In Writing; or
 
    (b)
      the loan amount needed  to pay any unpaid  Scheduled Premium would  exceed
      the Cash Surrender Value on the most recent Scheduled Premium due date.
 
    In  either instance, the Surrender/Continuation Options will apply as of the
end of the Grace Period.
 
                                       18
<PAGE>
                        THE RIGHT TO EXAMINE THE POLICY
 
    An Applicant has a limited right to return a Policy for cancellation. If the
Policy is returned, by mail or personal delivery to ITT Hartford or to the agent
who sold the Policy, to be canceled within ten days after delivery of the Policy
to the  Policy Owner,  within 10  days of  Hartford Life's  mailing or  personal
delivery of a Notice of Right to Withdraw or within 45 days of completion of the
Policy  application,  (whichever  is  later,  and  subject  to  applicable state
regulation), ITT  Hartford  will return  to  the Applicant,  within  seven  days
thereafter,  the greater of the premium paid, less any Indebtness, or the sum of
(1) the Account Value, less any Indebtness,  on the date the returned policy  is
received by ITT Hartford or its agent and (2) any deductions under the policy or
by the Funds for taxes, charges or fees.
 
    Once the Policy is in effect, it may be exchanged during the first 24 months
after its issuance, for a non-variable life insurance policy offered by Us or an
affiliate  on the  life of  the insureds.  No evidence  of insurability  will be
required. The new policy  will have an  amount at risk which  equals or is  less
than  the amount or risk  in effect on the date  of exchange. Premiums under the
new policy will be  based on the  same risk classifications  as this Policy.  An
exchange   of  the  Policy  under  those  circumstances  should  be  a  tax-free
transaction under Section 1035 of the Code.
 
                         SURRENDER/CONTINUATION OPTIONS
 
    At any time  prior to  the Maturity  Date, provided  the Policy  has a  Cash
Surrender  Value, You may choose to have  the Cash Surrender Value applied under
one of the following options:
 
    OPTION A -- Surrender for Cash
 
    OPTION B -- Continue as Extended Term Insurance
 
    OPTION C -- Continue as Paid-Up Insurance
 
    In addition, if during the Guarantee Period:
 
    (a)
      a Scheduled Premium which is required is not paid by the end of the  Grace
      Period; and
 
    (b)
      the  Automatic Premium Loan Option is not  elected or not available due to
      insufficient Cash Surrender Value.
 
    You may choose one of the above options. You may notify Us of Your choice In
Writing within 61 days after the due date of the outstanding Scheduled  Premium.
In  the  absence of  such  notification, We  will  automatically apply  the Cash
Surrender Value to Option B unless the  insurance class shown in your Policy  is
"special" in which case the automatic Option will be Option C. If the Policy has
no Cash Surrender Value, it will terminate at the end of the Grace Period.
 
    WHEN EFFECTIVE -- The effective date of this benefit will be the earlier of:
 
    (a)
      the date We receive Your request; or
 
    (b)
      the end of the Grace Period.
 
    When  a Surrender/Continuation Option becomes  effective, all benefit riders
attached to the Policy will terminate unless otherwise provided in the Rider.
 
OPTION DESCRIPTIONS
 
    OPTION A -- Surrender for Cash
 
    If You choose this option, You must surrender the policy to Us. We will  pay
You  the Cash Surrender Value at the  time of surrender, and Our liability under
the Policy will cease.
 
    OPTION B -- Continue as Extended Term Insurance.
 
    This option is not available unless the insurance class shown in the  Policy
is  "Standard"  or "Preferred."  If you  choose this  option, the  Extended Term
Insurance Death Benefit  will be the  Death Benefit in  effect on the  effective
date  of the non-forfeiture benefit less  any Indebtedness. The term period will
begin on the effective
 
                                       19
<PAGE>
date of this benefit and  will extend for a period  of time equal to that  which
the  Cash Surrender Value will provide as  a net single premium at the Insured's
then Attained Age.  At the  end of  that term  period, Our  liability under  the
policy  will cease. We will pay You any Cash Surrender Value not used to provide
Extended Term Insurance.
 
    OPTION C -- Continue as Paid-Up Insurance.
 
    If You  choose  this  option,  the Policy  will  continue  as  Paid-Up  Life
Insurance.  The amount  of Paid-Up Life  Insurance will be  calculated using the
Cash Surrender Value of the Policy as  a net single premium as of the  effective
date  of this  benefit at  the then  Attained Age  of the  Insured. ITT Hartford
reserves the right to  require evidence of insurability  or limit the amount  of
the  benefit if the  Paid-Up amount exceeds  the Death Benefit  in effect on the
effective date of this  benefit. We will  pay You any  Cash Surrender Value  not
used to provide Paid-Up Insurance.
 
    If  the  Policy is  continued under  Option B  or Option  C above,  the Cash
Surrender Value available within 30 days  after any Policy Anniversary will  not
be less than the Cash Value on such Policy Anniversary minus any Indebtedness.
 
                      VALUATION OF PAYMENTS AND TRANSFERS
 
    We value the Policy on every Valuation Day.
 
    We  will pay Death Proceeds, Cash Surrender Values, Partial Withdrawals, and
loan amounts attributable  to the Sub-Accounts  within seven (7)  days after  We
receive  all the information needed  to process the payment  unless the New York
Stock Exchange is closed for other than a regular holiday or weekend, trading is
restricted by  the Securities  and Exchange  Commission (SEC)  or that  the  SEC
declares that an emergency exists.
 
    ITT  Hartford  may defer  payment  of any  amounts  not attributable  to the
Sub-Accounts for up to six months from the date on which we receive the request.
 
                            APPLICATION FOR A POLICY
 
    Individuals wishing to purchase a Policy  must submit an application to  ITT
Hartford.  Within limits, an applicant may choose the Scheduled Premiums and the
Initial Face Amount and the Guarantee Period. A Policy generally will be  issued
only  on  the  lives  of  insureds  age 80  and  under  who  supply  evidence of
insurability  satisfactory  to  ITT  Hartford.  Acceptance  is  subject  to  ITT
Hartford's  underwriting rules and ITT Hartford  reserves the right to reject an
application for any reason.  No change in  the terms or  conditions of a  Policy
will be made without the consent of the Policy Owner.
 
    The  Policy will be effective on the Policy Date only after ITT Hartford has
received all outstanding delivery requirements and received the initial premium.
The Policy Date is the date  used to determine all future cyclical  transactions
on the Policy, e.g., Monthly Activity Date, Policy Months and Policy Years.
 
                      REDUCED CHARGES FOR ELIGIBLE GROUPS
 
    Certain  of the  charges and deductions  described below may  be reduced for
Policies issued in connection with a specific plan in accordance with Our  rules
in effect as of the date an application for a Policy is approved. To qualify for
such  a reduction, a plan must satisfy certain criteria as to, for example, size
of the plan,  expected number  of participants and  anticipated premium  payment
from  the plan. Generally,  the sales contacts  and effort, administrative costs
and mortality cost  per Policy vary  based on such  factors as the  size of  the
plan,  the purposes for which Policies are purchased and certain characteristics
for  the  plan's  members.  The  amount  of  reduction  and  the  criteria   for
qualification  will reflect in the reduced sales effort and administrative costs
resulting from, and the different mortality experience expected as a result  of,
sales  to qualifying plans. We  may modify from time to  time on a uniform basis
both the amounts of reductions and the criteria for qualification. Reductions in
these charges will not be unfairly discriminatory against any person,  including
the affected Policy Owners funded by Separate Account VL I.
 
                                       20
<PAGE>
                          DEDUCTIONS FROM THE PREMIUM
 
    Before  the  allocation  of the  premium  payment  to the  Account  Value, a
deduction as a percentage of  premium is made for  the front-end sales load  and
premium taxes. The amount of each premium allocated to the Account Value is your
Net Premium.
 
FRONT-END SALES LOAD
 
    The  front-end sales load of the premium  deduction is based on the level of
Scheduled Premiums, the length  of the Guarantee Period,  and the amount of  any
Unscheduled Premiums paid.
 
    The  maximum front-end  sales load percentages  for Policies are  50% of the
premiums paid in the first Policy Year, 11% in Policy Years 2 through 10, and 3%
in Policy Years 11 and later.
 
    For all Guarantee Periods, the maximum amount of premium paid in any  Policy
Year  that is subject to a front-end sales load is the Guideline Annual Premium.
In addition, if Scheduled Premiums are less than the Guideline Annual  Premiums,
the  maximum amount of premium paid in the first Policy Year subject to a front-
end sales load is the Scheduled Premium.
 
    The actual  schedule  of front-end  sales  loads  for any  given  Policy  is
specified in that Policy.
 
    Generally,  the shorter the Guarantee Period,  the lower the front-end sales
loads. The levels range from those for the ten-year Guarantee Period cited above
to 0% on a contract with a  One Year Guarantee Period. However, there are  other
contractual  charges that are lower for longer Guarantee Periods. See "Guarantee
Period" for a further description.
 
    For an example  of the  effect of Front-End  Sales Loads,  see "Examples  of
Front-End Sales Loads and Surrender Charges," page 23.
 
PREMIUM RELATED TAX CHARGE
 
    We  deduct a percentage of each premium  to cover taxes assessed against ITT
Hartford that are attributable to premiums. This percentage will vary by  locale
depending on the tax rates in effect there.
 
                 DEDUCTIONS AND CHARGES FROM THE ACCOUNT VALUE
 
MONTHLY DEDUCTION AMOUNTS
 
    On  the  Policy  Date and  on  each  subsequent Monthly  Activity  Date, ITT
Hartford will deduct an amount (the "Monthly Deduction Amount") from the Account
Value to  cover certain  charges  and expenses  incurred  in connection  with  a
Policy.  Each Monthly Deduction Amount will be deducted on a Pro Rata Basis from
the Fixed Account  and each of  the Sub-Accounts. The  Monthly Deduction  Amount
will vary from month to month.
 
    The Monthly Deduction Amount equals:
 
    (a)
      the charge for the Cost of Insurance; plus
 
    (b)
      the charges for additional benefits provided by rider, if any; plus
 
    (c)
      the charges for "special" insurance class rating, if any; plus
 
    (d)
      the Monthly Administrative Fee; plus
 
    (e)
      the Mortality and Expense Risk Charge
 
        (a) COST OF INSURANCE CHARGE
 
        The charge for the Cost of Insurance is equal to:
 
        (i) the Cost of Insurance rate per $1,000; multiplied by
 
        (ii) the amount at risk; divided by
 
        (iii) $1,000
 
        The  amount at risk equals  the Death Benefit less  the Account Value on
    that date, prior to assessing the Monthly Deduction Amount.
 
                                       21
<PAGE>
        The  cost of  insurance charge  is to  cover ITT  Hartford's anticipated
    mortality costs. For  standard risks, the  cost of insurance  rate will  not
    exceed  those based  on the  1980 Commissioners  Standard Ordinary Mortality
    Table. A table  of guaranteed  cost of insurance  rates per  $1,000 will  be
    included  in each  Policy; however, ITT  Hartford reserves the  right to use
    rates less than those shown in the table. Substandard risks will be  charged
    a  higher  cost of  insurance rate  that will  not exceed  rates based  on a
    multiple of the  1980 Commissioners Standard  Ordinary Mortality Table.  The
    multiple  will  be based  on  the insured's  risk  class. ITT  Hartford will
    determine the cost of insurance rate at  the start of each Policy Year.  Any
    changes  in  the cost  of  insurance rate  will  be made  uniformly  for all
    insureds in the same risk class.
 
        Because the Account Value  and the Death Benefit  Amount under a  Policy
    may  vary from month to month, the cost of insurance charge may also vary on
    each Monthly Activity Date.
 
        (b) RIDER CHARGE
 
        If the policy includes riders, a charge is made applicable to the riders
    from the Account Value on each Monthly Activity Date.
 
        The charge applicable to these riders is to compensate ITT Hartford  for
    anticipated  cost  of  providing these  benefits  and are  specified  on the
    applicable rider.
 
        The Riders  available  are  described on  page  33  under  "Supplemental
    Benefits" section.
 
        (c) SPECIAL CLASS CHARGE
 
        A charge for a special insurance class rating of the Insured may be made
    against  the Account Value, if applicable.  This charge is to compensate ITT
    Hartford for the  additional mortality risk  associated with individuals  in
    these classes.
 
        (d)  MONTHLY  ADMINISTRATIVE  FEE  AND  OTHER  EXPENSE  CHARGES  AGAINST
    SUB-ACCOUNTS
 
        ITT Hartford will assess a  monthly administrative charge to  compensate
    ITT  Hartford for administrative costs in connection with the Policies. This
    charge will be $8.33 per month  initially and is guaranteed never to  exceed
    that  level during  the Guarantee Period.  After the  Guarantee Period, this
    charge is guaranteed never  to exceed $12.00 per  month. This charge  covers
    the average expected cost for these expenses.
 
        In  addition, in the  first Policy Year,  there is a  monthly first year
    charge to compensate ITT Hartford for  the up-front costs to underwrite  and
    issue  a  policy.  This additional  first  year charge,  subject  to certain
    maximums, is equal to $8.33  per month plus an  amount that varies by  issue
    age and the Initial Face Amount (IFA). This additional first year charge and
    the maximums are summarized in the chart below for some sample ages.
 
<TABLE>
<CAPTION>
                                                        MAXIMUM MONTHLY
ISSUE AGE   ADDITIONAL FIRST YEAR MONTHLY CHARGE            AMOUNT
- ----------  -----------------------------------------  -----------------
<C>         <S>                                        <C>
    25      $8.33 plus $.0333 per $1,000 of IFA            $   50.00
    35      $8.33 plus $.0375 per $1,000 of IFA            $   54.17
    45      $8.33 plus $.0417 per $1,000 of IFA            $   62.50
    55      $8.33 plus $.0625 per $1,000 of IFA            $   62.50
    65      $8.33 plus $.0708 per $1,000 of IFA            $   62.50
</TABLE>
 
        (e) MORTALITY AND EXPENSE RISK CHARGE
 
        A  charge  is  made  for  mortality and  expense  risks  assumed  by ITT
    Hartford. This charge is  allocated to ITT  Hartford's general account.  ITT
    Hartford  may profit from this charge. See also, "Policy Benefits and Rights
    -- Cash Value," page 13.
 
        The Mortality and Expense Risk Charge  for any Monthly Activity Date  is
    equal to:
 
        (i) the Mortality and Expense Risk Rate; multiplied by
 
        (ii)  the portion of  the Account Value allocated  to the Sub-Account on
    the Monthly Activity Date prior to assessing the Monthly Deduction Amount.
 
        The Mortality and  Expense Risk Rate  on any give  Contract will be  the
    same both during and after the Guarantee Period.
 
                                       22
<PAGE>
        The  longer the  Guarantee Period, the  lower the  Mortality and Expense
    Risk Rate. The levels range from .90% annually for a Policy with a  one-year
    Guarantee  Period and this level  decreases proportionately as the Guarantee
    Period gets longer  to .60% on  a Policy with  a ten-year Guarantee  Period.
    There  are other  contractual charges that  are higher  for longer Guarantee
    Periods. See "Guarantee Period" for a fuller description.
 
        The mortality risk assumed is that the actual cost of insurance  charges
    specified  in the  Policy will  be insufficient  to meet  actual claims. ITT
    Hartford also assumes  the risk of  the Death Benefit  Guarantee during  the
    Guarantee   Period.  See  "Detailed  Description   of  Policy  Benefits  and
    Provisions -- Death Benefit Guarantee", page 16. The expense risk assumed is
    that expenses incurred in issuing and administering the Policies will exceed
    the Administrative charges set in the Policy.
 
SURRENDER CHARGES
 
    A contingent deferred  sales load ("Surrender  Charge") is assessed  against
the  Account Value of a Policy if the Policy lapses or is surrendered during the
first nine Policy Years.  The amount of the  Surrender Charge applicable  during
the  first Policy Year is established by ITT Hartford based on the premiums paid
during the first  year and  the length  of the  Guarantee Period  chosen by  the
Policy  Owner. Subject  to certain  limits imposed  by state  insurance law, the
Surrender Charge decreases by an equal amount each Policy Year until it  reaches
zero during the tenth Policy Year.
 
    Specifically,  the maximum  first year  Surrender Charge  under a  Policy is
equal to the sum of  (i) a specified percentage of  the Scheduled Premium up  to
the  Guideline  Annual Premium  and (ii)  5% of  the excess,  of the  first year
premium over the Guideline Annual Premium. The longer the Guarantee Period,  the
higher  the  percentage is  which  is used  in  the preceding  calculation. This
percentage is equal to 110% with  respect to Policies with a ten-year  Guarantee
Period  and  decreases  as the  Guarantee  Period  chosen decreases  to  10% for
Policies with a one-year Guarantee Period. However, there are other  contractual
charges  that are lower for longer Guarantee Periods. See "Guarantee Period" for
a fuller description.
 
    The actual schedule of Surrender Charges  for any given Policy is set  forth
in  that  Policy. In  addition,  sales agents  will  provide, upon  request, the
schedule of Surrender Charges which would apply under any given circumstances.
 
    The aggregate front-end sales load and Surrender Charge assessed if a Policy
lapses or is surrendered (i.e., the total sales load) will not exceed the  sales
load limitations specified by the Securities and Exchange Commission. Generally,
the  total sales  load under the  Policy will  not exceed 180%  of the Guideline
Annual Premium, or 9% of the sum  of the Guideline Annual Premium that would  be
paid  over a 20-year period.  In cases where the  anticipated life expectancy of
the insured(s) named in the Policy is  less than 20 years, the total sales  load
will  not exceed 9% of the sum of  the Guideline Annual Premiums for the shorter
period.
 
    For an  example  of  the  effect of  Surrender  Charges,  see  "Examples  of
Front-End Sales Loads and Surrender Charges", see below.
 
EXAMPLES OF FRONT-END SALES LOADS AND SURRENDER CHARGES
 
    An example of the actual Front-End Sales Loads and Surrender Charge schedule
as  well as and the impact  of the refund of the  sales load, if any, (see "Load
Refund" on page  13) for  a Policy  with a  ten-year Guarantee  Period is  shown
below.  This example uses  the same specific information  (i.e., issue age, face
amount, premium level etc.) as the illustration on page 42 of the prospectus.
 
<TABLE>
<S>                                       <C>
Death Benefit Option:                     Level
Face Amount:                              $250,000
Guarantee Period:                         10 years
Charges Assumed:                          Current
Issue Age/Sex/Class:                      45/Male/Preferred
                                          $4,000.00 per
Scheduled Premium:                        year
Guideline Annual Premium:                 $4,819.38
Assumed Gross Annual Investment Return:   0%
</TABLE>
 
    The Total Cumulative Sales Load column  on the far right represents the  sum
of  all  loads which  would have  been assessed  since the  issue of  the policy
assuming a surrender of the Policy at the end of the corresponding policy year.
 
                                       23
<PAGE>
    This is:
 
    a)The sum of the Cumulative Front-End Sales Load, plus
 
    b)The actual Surrender Charge for that Policy Year, minus
 
    c)The Sales Load Refund, if any, applicable to that Policy year. (see  "Cash
      Values -- Load Refund".)
 
                   Additional Charges/Credits if Surrendered
 
<TABLE>
<CAPTION>
                                    SURRENDER CHARGES
- -----------------------------------------------------------------------------------------
             CUMULATIVE                                                        TOTAL
              FRONT-END     MAXIMUM    YEAR END     ACTUAL       SALES      CUMULATIVE
                SALES      SURRENDER    ACCOUNT    SURRENDER     LOAD      SALES LOAD IF
POLICY YEAR     LOAD        CHARGE       VALUE      CHARGE      REFUND     SURRENDERED**
- -----------  -----------  -----------  ---------  -----------  ---------  ---------------
<S>          <C>          <C>          <C>        <C>          <C>        <C>
     1        $   2,000    $   4,400   $   1,232   $   1,232   $   2,032     $   1,200
     2            2,440        3,911       4,074       3,911       4,590         1,791
     3            2,880        3,422       6,764       3,422           0         6,302
     4            3,320        2,933       9,345       2,933           0         6,253
     5            3,760        2,444      11,843       2,444           0         6,204
     6            4,200        1,956      14,274       1,956           0         6,156
     7            4,640        1,467      16,645       1,467           0         6,107
     8            5,080          978      18,971         978           0         6,058
     9            5,520          489      21,246         489           0         6,009
    10            5,960            0      23,456           0           0         5,960
    11            6,080            0      25,850           0           0         6,080
</TABLE>
 
    *The Actual Surrender Charge assessed is the smaller of:
 
    a)The contractual maximum surrender charge, or
 
    b)Year-End Account Value
 
    **Assumes a surrender of the Policy at the end of that Policy Year
 
    An example of the actual Front-End Sales Loads and Surrender Charge schedule
as  well as  the impact  of the  refund of  the sales  load, if  any, (see "Load
Refund" on page  13) for  a Policy  with a  one-year Guarantee  Period is  shown
below.  This example uses  the same specific information  (i.e., issue age, face
amount, premium level) as the illustration on page 42 of the prospectus.
 
<TABLE>
<S>                                                  <C>
Death Benefit Option:                                Level
Face Amount:                                         $250,000
Guarantee Period:                                    1 Year
Charges Assumed:                                     Current
Issue Age/Sex/Class:                                 45/Male/Preferred
                                                     $4,000.00 per
Scheduled Premium:                                   year
Guideline Annual Premium:                            $4,819.38
Assumed Hypothetical Gross Annual Investment
Return:                                              0%
</TABLE>
 
    The Total Cumulative Sales Load column  on the far right represents the  sum
of  all  loads which  would have  been assessed  since the  issue of  the Policy
assuming a surrender of the Policy at the end of the corresponding Policy Year.
 
    This is:
 
    a)The sum of the Cumulative Front-End Sales Load, plus
 
    b)The Actual Surrender Charge for that Policy Year, minus
 
    c)The Sales Load Refund, if any, applicable to that Policy Year. (see  "Cash
      Values -- Load Refund")
 
                                       24
<PAGE>
                   Additional Charges/Credits if Surrendered
 
<TABLE>
<CAPTION>
                                    SURRENDER CHARGES
- -----------------------------------------------------------------------------------------
             CUMULATIVE                                                        TOTAL
              FRONT-END     MAXIMUM    YEAR END     ACTUAL       SALES      CUMULATIVE
                SALES      SURRENDER    ACCOUNT    SURRENDER     LOAD      SALES LOAD IF
POLICY YEAR     LOAD        CHARGE       VALUE      CHARGE      REFUND     SURRENDERED**
- -----------  -----------  -----------  ---------  -----------  ---------  ---------------
<S>          <C>          <C>          <C>        <C>          <C>        <C>
     1        $       0    $     400   $   3,169   $     400   $       0     $     400
     2                0          355       6,361         355           0           355
     3                0          311       9,381         311           0           311
     4                0          267      12,273         267           0           267
     5                0          222      15,067         222           0           222
     6                0          178      17,780         178           0           178
     7                0          133      20,422         133           0           133
     8                0           89      23,008          89           0            89
     9                0           44      25,529          44           0            44
    10                0            0      27,976           0           0             0
    11                0            0      30,273           0           0             0
</TABLE>
 
    *The Actual Surrender Charge assessed is the smaller of:
 
    a)The contractual maximum surrender charge, or
 
    b)Year-End Account Value
 
    **Assumes a surrender of the Policy at the end of that Policy Year
 
    The  total Cumulative Sales Load column on  the far right represents the sum
of all  loads which  would have  been assessed  since the  issue of  the  Policy
assuming a surrender on the Policy at the end of the corresponding Policy Year.
 
    This is:
 
    a)The sum of the Cumulative Front-End Load, plus
 
    b)The actual Surrender Charge for that Policy Year, minus
 
    c)The  Sales Load Refund, if any, applicable to that Policy Year. (see "Cash
      Values -- Load Refund")
 
CHARGES AGAINST THE FUNDS
 
    The investment advisers charge the  Funds a daily investment management  fee
as compensation for services. The following Table shows the fee charged for each
Fund available for investment by Policy Owners.
 
<TABLE>
<CAPTION>
                                                                            ANNUAL INVESTMENT MANAGEMENT
                                                                             AS A PERCENTAGE OF AVERAGE
HARTFORD FUNDS                                                                    DAILY NET ASSETS
- ----------------------------------------------------------  ------------------------------------------------------------
<S>                                                         <C>
Hartford Capital Appreciation Fund, Inc.,
  Hartford Advisers Fund, Inc.,
  Hartford International Opportunities Fund, Inc.,
  Hartford Dividend and Growth Fund, Inc..................  .575% of the first $250 million of average net assets
                                                            .525% of the next $250 million of average net assets
                                                            .475% of the next $250 million of average net assets
                                                            .425% of any amount over $1.0 billion
Hartford Bond Fund, Inc.,
  Hartford Stock Fund, Inc................................  .325% of the first $250 million of average net assets
                                                            .300% of the next $250 million of average net assets
                                                            .275% of the next $250 million of average net assets
                                                            .250% of any amount over 1.0 billion
Hartford Index Fund, Inc..................................  .20%
Hartford Mortgage Securities Fund, Inc.,
  HVA Money Market Fund, Inc..............................  .25%
</TABLE>
 
                                       25
<PAGE>
<TABLE>
<CAPTION>
                                                                            ANNUAL INVESTMENT MANAGEMENT
                                                                             AS A PERCENTAGE OF AVERAGE
PUTNAM FUNDS                                                                      DAILY NET ASSETS
- ----------------------------------------------------------  ------------------------------------------------------------
PCM Diversified Income Fund,
  PCM Global Asset Allocation Fund,
  PCM High Yield Fund,
  PCM New Opportunities Fund and
  PCM Voyager Fund........................................  .70% of the first $500 million of average net assets
                                                            .60% of the next $500 million of average net assets
                                                            .55% of the next $500 million of average net assets
                                                            .50% of any amount over $1.5 billion
<S>                                                         <C>
PCM Growth and Income Fund................................  .65% of the first $500 million of average net assets
                                                            .55% of the next $500 million of average net assets
                                                            .50% of the next $500 million of average net assets
                                                            .45% of any amount over $1.5 billion
PCM Money Market Fund.....................................  .45% of the first $500 million of average net assets
                                                            .35% of the next $500 million of average net assets
                                                            .30% of the next $500 million of average net assets
                                                            .25% of any amount over $1.5 billion
PCM U.S. Government and
  High Quality Bond Fund..................................  .65% of the first $500 million of average net assets
                                                            .55% of the first $500 million of average net assets
                                                            .50% of the next $500 million of average net assets
                                                            .45% of the next $5 billion of average net assets
                                                            .425% of the first $5 billion of average net assets
                                                            .405% of the first $5 billion of average net assets
                                                            .39% of the next $5 billion of average net assets
                                                            .38% of any excess thereafter
PCM Global Growth Fund and PCM Utilities Growth and Income
  Fund....................................................  .60%
<CAPTION>
 
                                                                            ANNUAL INVESTMENT MANAGEMENT
                                                                             AS A PERCENTAGE OF AVERAGE
FIDELITY FUNDS                                                                    DAILY NET ASSETS
- ----------------------------------------------------------  ------------------------------------------------------------
<S>                                                         <C>
Equity-Income Portfolio...................................  .52%
Overseas Portfolio........................................  .77%
Asset Manager Portfolio...................................  .72%
</TABLE>
 
TAXES
 
    Currently, no charge is made to Separate Account VL I for federal state, and
local  taxes that may be attributable to Separate  Account VL I. A change in the
applicable federal, state  or local tax  laws which impose  tax on ITT  Hartford
and/or  Separate Account VL I  may result in a charge  against the Policy in the
future. Charges for other taxes, if  any, attributable to Separate Account VL  I
may also be made.
 
                                  THE COMPANY
 
    ITT  Hartford Life and Annuity  Insurance Company ("ITT Hartford"), formerly
ITT Life Insurance Corporation,  was originally incorporated  under the laws  of
Wisconsin on January 9, 1956. ITT Hartford was redomiciled to Connecticut on May
1, 1996. It is a stock life insurance company engaged in the business of writing
both  individual and group life insurance  and annuities in all states including
the District  of Columbia,  except New  York. The  offices of  ITT Hartford  are
located  in Minneapolis,  Minnesota; however,  its mailing  address is  P.O. Box
2999, Hartford, Connecticut 06104-2999.
 
    ITT Hartford  is  a  wholly  owned subsidiary  of  Hartford  Life  Insurance
Company.  ITT  Hartford  is ultimately  100%  owned by  Hartford  Fire Insurance
Company, one of  the largest  multiple lines  insurance carriers  in the  United
States.  On  December  20,  1995,  Hartford  Fire  Insurance  Company  became an
independent, publicly traded corporation.
 
    ITT Hartford is rated A+  (superior) by A.M. Best  and Company, Inc. on  the
basis  of its  financial soundness  and operating  performance. ITT  Hartford is
rated   AA+    by   both    Standard   &    Poor's   and    Duff   and    Phelps
 
                                       26
<PAGE>
on  the basis of  its claims paying ability.  These ratings do  not apply to the
performance of the Separate Account. However, the policy obligations under  this
variable  life insurance  policy are  the general  corporate obligations  of ITT
Hartford. These ratings do apply to ITT Hartford's ability to meet its insurance
obligations under the policy.
 
                             SEPARATE ACCOUNT VL I
 
GENERAL
 
    Separate Account VL I is a  separate account of ITT Hartford established  on
June  8, 1995  pursuant to the  insurance laws  of the State  of Connecticut and
organized as a unit investment trust registered with the Securities and Exchange
Commission under the Investment Company Act of 1940. Under Connecticut law,  the
assets  of Separate Account VL I are  held exclusively for the benefit of Policy
Owners and  persons entitled  to payments  under the  Policies. The  assets  for
Separate  Account VL I  are not chargeable  with liabilities arising  out of any
other business which ITT Hartford may conduct. ITT Hartford is the depositor  of
separate accounts other than Separate Account VL I.
 
FUNDS
 
    The  assets  of  each Sub-Account  of  Separate  Account VL  I  are invested
exclusively in one of  the Funds. A Policy  Owner may allocate premium  payments
among  the  Sub-Accounts.  Policy  Owners  should  review  the  following  brief
descriptions of the  investment objectives of  each of the  Funds in  connection
with  that allocation. There is no assurance  that any of the Funds will achieve
its stated objectives. Policy Owners are  also advised to read the  prospectuses
for   each  of  the  Funds  accompanying   this  prospectus  for  more  detailed
information.
 
                                 HARTFORD FUNDS
 
HARTFORD ADVISERS FUND, INC.
 
    To achieve maximum long  term total rate of  return consistent with  prudent
investment  risk by investing in common stock and other equity securities, bonds
and other debt securities, and money market instruments. The investment  adviser
will vary the investments of the Fund among equity and debt securities and money
market  instruments depending upon its analysis  of market trends. Total rate of
return consists of  current income, including  dividends, interest and  discount
accruals and capital appreciation.
 
HARTFORD BOND FUND, INC.
 
    To achieve maximum current income consistent with preservation of capital by
investing primarily in bonds.
 
HARTFORD CAPITAL APPRECIATION FUND, INC.
 
    To  achieve  growth  of  capital  by  investing  in  equity  securities  and
securities convertible into equity  securities selected solely  on the basis  of
potential   for  capital  appreciation;   income,  if  any,   is  an  incidental
consideration.
 
HARTFORD DIVIDEND AND GROWTH FUND, INC.
 
    To achieve a high level of current income consistent with growth of  capital
and  reasonable investment risk by investing  primarily in equity securities and
securities convertible into equity securities.
 
HARTFORD INDEX FUND, INC.
 
    To  provide  investment  results  which  approximate  the  price  and  yield
performance of publicly-traded common stocks in the aggregate, as represented by
the Standard & Poor's 500 Composite Stock Price Index.*
 
* "STANDARD  & POOR'S-REGISTERED TRADEMARK-",  "S&P-REGISTERED TRADEMARK-", "S&P
  500-REGISTERED TRADEMARK-", "STANDARD & POOR'S 500", AND "500" ARE  TRADEMARKS
  OF  THE MCGRAW-HILL COMPANIES, INC. AND HAVE BEEN LICENSED FOR USE BY HARTFORD
  LIFE INSURANCE COMPANY AND AFFILIATES.  THE HARTFORD INDEX FUND, INC.  ("INDEX
  FUND")  IS  NOT SPONSORED,  ENDORSED, SOLD  OR PROMOTED  BY STANDARD  & POOR'S
  ("S&P")  AND  S&P  MAKES  NO  REPRESENTATION  REGARDING  THE  ADVISABILITY  OF
  INVESTING IN THE INDEX FUND.
 
                                       27
<PAGE>
HARTFORD INTERNATIONAL OPPORTUNITIES FUND, INC.
 
    To  achieve long-term total  return consistent with  prudent investment risk
through investment primarily in equity securities issued by foreign companies.
 
HARTFORD MORTGAGE SECURITIES FUND, INC.
 
    To achieve maximum current  income consistent with  safety of principal  and
maintenance  of liquidity by investing primarily in mortgage-related securities,
including securities  issued by  the  Government National  Mortgage  Association
("GNMA").
 
HARTFORD STOCK FUND, INC.
 
    To  achieve long-term capital growth primarily through capital appreciation,
with income a  secondary consideration,  by investing in  equity securities  and
securities convertible into equity securities.
 
HVA MONEY MARKET FUND, INC.
 
    To achieve maximum current income consistent with liquidity and preservation
of capital by investing in money market securities.
 
                                  PUTNAM FUNDS
 
PCM DIVERSIFIED INCOME FUND
 
    Seeks  high current income consistent with capital preservation by investing
in the following  three sectors  of the  fixed income  securities markets:  U.S.
Government  Sector,  High  Yield Sector  (which  invests primarily  in  what are
commonly referred to as "junkbonds"), and International Sector. See the  Special
Considerations  for investments in  high yield securities  disclosed in the Fund
prospectus.
 
PCM GLOBAL ASSET ALLOCATION FUND
 
    Seeks a high level of long-term total return consistent with preservation of
capital by investing in U.S. equities, international equities, U.S. fixed income
securities, and international fixed income securities.
 
PCM GLOBAL GROWTH FUND
 
    Seeks capital  appreciation  through  a globally  diversified  common  stock
portfolio.
 
PCM GROWTH AND INCOME FUND
 
    Seeks  capital growth  and current income  by investing  primarily in common
stocks that offer potential for capital growth, current income, or both.
 
PCM HIGH YIELD FUND
 
    Seeks high current  income by investing  primarily in high-yielding,  Putnam
Investment  Management,  Inc  ("Putnam  Management")  lower-rated  fixed  income
securities (commonly  referred to  as junk  bonds), constituting  a  diversified
portfolio  which believes  does not involve  undue risk to  income or principal,
capital growth  is  a secondary  objective  when consistent  with  high  current
income.  See the special considerations for investments in high yield securities
described in the Fund prospectus.
 
PCM MONEY MARKET FUND
 
    Seeks to achieve  as high  a level of  current income  as Putnam  Management
believes is consistent with preservation of capital and maintenance of liquidity
by investing in high-quality money market securities.
 
PCM NEW OPPORTUNITIES FUND
 
    Seeks  long-term  capital appreciation  by  investing principally  in common
stocks of companies in sectors of  the economy which Putnam Management  believes
possess above average long-term growth potential.
 
                                       28
<PAGE>
PCM U.S. GOVERNMENT AND HIGH QUALITY BOND FUND
 
    Seeks  current income consistent  with preservation of  capital by investing
primarily in securities issued or guaranteed as to principal and interest by the
U.S. Government  or by  its  agencies or  instrumentalities  and in  other  debt
obligations  rated at least A by Standard &  Poor's or Moody's or, if not rated,
determined by Putnam Management to be of comparable quality.
 
PCM UTILITIES GROWTH AND INCOME FUND
 
    Seeks capital growth and current income by concentrating its investments  in
securities issued by companies in the public utilities industries.
 
PCM VOYAGER FUND
 
    Aggressively seeks capital appreciation primarily from a portfolio of common
stocks  which Putnam Management believes have potential for capital appreciation
which is significantly greater than that of market averages.
 
                                 FIDELITY FUNDS
 
EQUITY-INCOME PORTFOLIO
 
    To seek reasonable income by investing primarily in income-producing  equity
securities.  In choosing these securities, the  Portfolio will also consider the
potential for capital appreciation. The Portfolio's  goal is to achieve a  yield
which  exceeds the composite  yield on the securities  comprising the Standard &
Poor's Daily Stock Price Index of 500 Common Stocks. The Portfolio may invest in
high yielding, lower-rated  securities (commonly  referred to  as "junk  bonds")
which  are subject to greater risk  than investments in higher-rated securities.
For a  further  discussion  of  lower-rated securities,  please  see  "Risks  of
Lower-Rated Debt Securities" in the Fidelity prospectus for this Portfolio.
 
OVERSEAS PORTFOLIO
 
   
    To  seek long-term growth of capital by investing primarily in securities of
issuers whose  principal  activities  are  outside of  the  United  States.  The
Portfolio  expects to invest a majority of  its assets in equity securities, but
may invest in debt securities of any quality.
    
 
ASSET MANAGER PORTFOLIO
 
    To seek high total return with reduced risk over the long-term by allocating
its assets among stocks, bonds and short-term fixed-income instruments.
 
    The Hartford Funds are organized as corporations under the laws of the State
of Maryland  and are  registered as  diversified open-end  management  companies
under  the Investment Company Act  of 1940. The Putnam  Funds are organized as a
business trust  fund  or the  laws  of Massachusetts  and  are organized  as  an
open-end series investment company under the Investment Company Act of 1940. The
Fidelity Funds involve two diversified open-end management investment companies,
each  with multiple portfolios and organized  as a Massachusetts business trust.
The Equity-Income  Portfolio  and  Overseas  Portfolio  are  portfolios  of  the
Variable  Insurance Products Fund. The Asset Manager Portfolio is a portfolio of
the Variable  Insurance  Products  Fund  II. Each  Fund  continually  issues  an
unlimited  number of  full and fractional  shares of beneficial  interest in the
Fund. Such shares are offered  to separate accounts, including Separate  Account
VL   I,  established  by  ITT  Hartford  or  one  of  its  affiliated  companies
specifically to fund the Policies and  other policies issued by ITT Hartford  or
its affiliates as permitted by the Investment Company Act of 1940.
 
    It  is conceivable that in the future it may be disadvantageous for variable
life insurance  separate  accounts and  variable  annuity separate  accounts  to
invest  in the Funds simultaneously. Although neither ITT Hartford nor the Funds
currently foresee  any  such disadvantages  either  to variable  life  insurance
Policy  Owners  or to  variable annuity  Policy Owners,  the Board  of Directors
intend for the Hartford Funds  and the Board of  Trustees for the Putnam  Funds,
and  the Board of Trustees for the  Fidelity Funds (collectively the "Board") to
monitor events in order to identify  any material conflicts between such  Policy
Owners and to determine what action, if
 
                                       29
<PAGE>
any,  should be taken in  response thereto. If the  Boards were to conclude that
separate funds  should  be  established  for variable  life  and  variable  life
insurance separate accounts, ITT Hartford will bear the attendant expenses.
 
    All  investment income  of and  other distributions  to each  Sub-Account of
Separate Account VL I arising from the applicable Fund are reinvested in  shares
of that Fund at net asset value. The income and both realized gains or losses on
the  assets of each Sub-Account of Separate  Account VL I are therefore separate
and are credited to or charged against the Sub-Account without regard to income,
gains or losses from  any other Sub-Account  or from any  other business of  ITT
Hartford.  ITT Hartford  will purchase  shares in  the Funds  in connection with
premium payments  allocated to  the applicable  Sub-Account in  accordance  with
Policy  Owners directions  and will  redeem shares in  the Funds  to meet Policy
obligations or make adjustments in reserves,  if any. The Funds are required  to
redeem Fund shares at net asset value and generally to make payment within seven
days.
 
    ITT  Hartford reserves the right, subject to compliance with the law as then
in effect, to make additions to,  deletions from, or substitutions for  Separate
Account  VL I and its Sub-Accounts which fund  the Policies. If shares of any of
the Funds should no longer be available  for investment, or if, in the  judgment
of  ITT Hartford's management,  further investment in shares  of any Fund should
become inappropriate in view of the  purposes of the Policies, ITT Hartford  may
substitute  shares  of  another Fund  for  shares  already purchased,  or  to be
purchased in the future, under the Policies. No substitution of securities  will
take  place without  notice to  and consent of  Policy Owners  and without prior
approval of the Securities and Exchange Commission to the extent required by the
Investment Company Act of 1940. Subject  to Policy Owner approval, if  required,
ITT  Hartford  also  reserves  the  right  to  end  the  registration  under the
Investment Company Act of 1940  of Separate Account VL  I or any other  separate
accounts of which it is the depositor which may fund the Policies.
 
    Each  Fund is  subject to certain  investment restrictions which  may not be
changed without the approval of a majority of the shareholders of the Fund.  See
the accompanying prospectuses for each of the Funds.
 
                               INVESTMENT ADVISER
 
HARTFORD FUNDS
 
    The  investment  adviser for  each  of the  Hartford  Funds is  The Hartford
Investment Management Company ("HIMCO"),  a wholly-owned subsidiary of  Hartford
Life  Insurance Company.  HIMCO was  organized under  the laws  of the  State of
Connecticut in October of 1981.
 
    HIMCO also  serves  as investment  adviser  to several  other  ITT  Hartford
sponsored  funds  which are  also registered  with  the Securities  and Exchange
Commission. HIMCO is registered  as an investment  adviser under the  Investment
Advisers  Act  of  1940.  HIMCO  provides  investment  advice  and,  in general,
supervises the management and  investment program of  Hartford Bond Fund,  Inc.,
Hartford  Index  Fund, Inc.,  Hartford  International Opportunities  Fund, Inc.,
Hartford Mortgage  Securities  Fund, Inc.,  and  HVA Money  Market  Fund,  Inc.,
pursuant  to an  Investment Advisory Agreement  entered into with  each of these
Funds for  which HIMCO  receives a  fee. HIMCO  also supervises  the  investment
programs  of Hartford  Advisers Fund, Inc.,  Hartford Dividend  and Growth Fund,
Inc., Hartford Capital  Appreciation Fund,  Inc. and Hartford  Stock Fund,  Inc.
pursuant  to an Investment Management Agreement  for which HIMCO receives a fee.
In addition,  with respect  to  these four  Funds,  HIMCO has  a  Sub-Investment
Advisory  Agreement with Wellington Management Company ("Wellington Management")
to provide an investment program to HIMCO for utilization by HIMCO in  rendering
services  to  these funds.  Wellington Management  is a  professional investment
counseling firm  which provides  investment  services to  investment  companies,
other institutions and individuals. Wellington Management organized as a private
Massachusetts  partnership  and  its  predecessor  organizations  have  provided
investment  advisory  services  to  investment  companies  since  1933  and   to
investment  counseling clients since 1960. See the accompanying prospectuses for
each of  the Funds  for a  more  complete description  of HIMCO  and  Wellington
Management and their respective fees.
 
PUTNAM FUNDS
 
    Putnam  Management, One  Post Office  Square, Boston,  Massachusetts, 02109,
serves as  the investment  manager  for the  Funds.  An affiliates,  The  Putnam
Advisory Company, Inc. manages domestic and foreign
 
                                       30
<PAGE>
institutional  accounts and  mutual funds.  Another affiliate,  Putnam Fiduciary
Trust Company, provides  investment advice  to institutional  clients under  its
banking  and  fiduciary  policies.  Putnam  Management  and  its  affiliate  are
wholly-owned subsidiaries of Marsh & McLennan Companies, Inc., a publicly  owned
holding company whose principal businesses are international insurance brokerage
and employee benefit consulting.
 
FIDELITY FUNDS
 
    The  Fidelity Funds  are managed by  Fidelity Management  & Research Company
("Fidelity Management"),  whose  principal  business address  is  82  Devonshire
Street,  Boston, Massachusetts. Fidelity Management  is one of America's largest
investment management organizations.  It is  composed of a  number of  different
companies,  which provide a variety of financial services and products. Fidelity
Management is the  original Fidelity  company, founded  in 1946.  It provides  a
number  of mutual funds and other clients with investment research and portfolio
management services.  Various  Fidelity  companies  perform  certain  activities
required  to  operate Variable  Insurance Products  Fund and  Variable Insurance
Products Fund II.
 
                               THE FIXED ACCOUNT
 
    THAT PORTION OF THE POLICY RELATING  TO THE FIXED ACCOUNT IS NOT  REGISTERED
UNDER  THE SECURITIES  ACT OF  1933 ("1933  ACT") AND  THE FIXED  ACCOUNT IS NOT
REGISTERED AS AN  INVESTMENT COMPANY UNDER  THE INVESTMENT COMPANY  ACT OF  1940
("1940  ACT"). ACCORDINGLY, NEITHER THE FIXED  ACCOUNT NOR ANY INTERESTS THEREIN
ARE SUBJECT TO THE PROVISIONS OR RESTRICTIONS  OF THE 1933 ACT OR THE 1940  ACT,
AND  THE DISCLOSURE  REGARDING THE  FIXED ACCOUNT HAS  NOT BEEN  REVIEWED BY THE
STAFF OF THE SECURITIES AND EXCHANGE COMMISSION. THE FOLLOWING DISCLOSURE  ABOUT
THE  FIXED ACCOUNT MAY BE SUBJECT  TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF
THE  FEDERAL  SECURITIES  LAWS  REGARDING  THE  ACCURACY  AND  COMPLETENESS   OF
DISCLOSURE.
 
    Premium  Payments and  Cash Values allocated  to the Fixed  Account become a
part of the general assets of ITT  Hartford. ITT Hartford invests the assets  of
the  General Account in accordance with applicable law governing the investments
of Insurance Company General Accounts.
 
    The Fixed Account Minimum Credited Rate is shown in the Contract. Currently,
ITT Hartford guarantees that it will credit interest at a rate of not less  than
4%  per year,  compounded annually,  to amounts  allocated to  the Fixed Account
under the Policies. ITT Hartford may credit interest at a rate in excess of  the
Fixed  Account Minimum Credited Rate, however,  ITT Hartford is not obligated to
credit any interest in excess of the Fixed Account Minimum Credited Rate.  There
is no specific formula for the determination of excess interest credits. Some of
the  factors that  ITT Hartford  may consider  in determining  whether to credit
excess interest  to  amounts allocated  to  the  Fixed Account  and  the  amount
thereof,  are general economic  trends, rates of  return currently available and
anticipated on ITT Hartford's investments,  regulatory and tax requirements  and
competitive  factors. ANY  INTEREST CREDITED TO  AMOUNTS ALLOCATED  TO THE FIXED
ACCOUNT IN EXCESS OF THE FIXED ACCOUNT MINIMUM CREDITED RATE WILL BE  DETERMINED
IN THE SOLE DISCRETION OF ITT HARTFORD. THE OWNER ASSUMES THE RISK THAT INTEREST
CREDITED  TO FIXED ACCOUNT ALLOCATIONS MAY  NOT EXCEED THE FIXED ACCOUNT MINIMUM
CREDITED RATE.
 
                                 OTHER MATTERS
 
VOTING RIGHTS
 
    In accordance with its view of  presently applicable law, ITT Hartford  will
vote the shares of the Funds at regular and special meetings of the shareholders
of the Funds in accordance with instructions from Policy Owners (or the assignee
of  the Policy, as the case may be) having a voting interest in Separate Account
VL I. The number of shares held  in the Separate Account which are  attributable
to  each Policy Owner is  determined by dividing the  Policy Owner's interest in
each Sub-Account by the net asset value  of the applicable shares of the  Funds.
ITT  Hartford will  vote shares  for which no  instructions have  been given and
shares which are not  attributable to Policy Owners  (i.e., shares owned by  ITT
Hartford)    in    the    same    proportion   as    it    votes    shares   for
 
                                       31
<PAGE>
which it has received instructions. If the Investment Company Act of 1940 or any
rule promulgated thereunder  should be  amended, however, or  if ITT  Hartford's
present  interpretation should change and, as  a result, ITT Hartford determines
it is permitted to vote the shares of  the Funds in its own right, it may  elect
to do so.
 
    The voting interests of the Policy Owner (or the assignee) in the Funds will
be  determined as  follows: Policy  Owners may  cast one  vote for  each full or
fractional  Accumulation  Unit  owned  under  the  Policy  and  allocated  to  a
Sub-Account  the assets  of which  are invested  in the  particular Fund  on the
record date for  the shareholder meeting  for that Fund.  If, however, a  Policy
Owner  has taken  a loan  secured by  the Policy,  amounts transferred  from the
Sub-Account(s) to the Loan Account(s) in  connection with the loan (see  "Policy
Benefits  and  Rights --  Policy  Loans," page  15)  will not  be  considered in
determining the  voting interests  of  the Policy  Owner. Policy  Owners  should
review  the  prospectuses  for  the Funds  which  accompany  this  Prospectus to
determine matters on which shareholders may vote.
 
    ITT Hartford may, when required  by state insurance regulatory  authorities,
disregard  voting instructions  if the instructions  require that  the shares be
voted so as to cause a change in the sub-classification or investment  objective
of  one or more of the Funds or  to approve or disapprove an investment advisory
policy for the  Funds. In  addition, ITT  Hartford itself  may disregard  voting
instructions  in favor of changes initiated by  a Policy Owner in the investment
policy or  the  investment adviser  of  the  Funds if  ITT  Hartford  reasonably
disapproves  of such changes. A change would be disapproved only if the proposed
change is contrary to state law  or prohibited by state regulatory  authorities.
In  the event ITT Hartford does disregard voting instructions, a summary of that
action and the reasons  for such action  will be included  in the next  periodic
report to Policy Owners.
 
STATEMENTS TO POLICY OWNERS
 
    We will send You a statement at least once each Policy Year, showing:
 
    (a)
      the current Account Value, Cash Value and Face Amount;
 
    (b)
      the  premiums paid,  Monthly Deduction  Amounts and  loans since  the last
      report;
 
    (c)
      the amount of any Indebtedness;
 
    (d)
      notifications required by the provisions of the Policy; and
 
    (e)
      any other information required  by the Insurance  Department of the  State
      where the policy was delivered
 
LIMIT ON RIGHT TO CONTEST
 
    ITT Hartford may not contest the validity of the Policy after it has been in
effect  during the Insured's lifetime for two  years from the Issue Date. If the
Policy is  reinstated,  the  two-year  period  is  measured  from  the  date  of
reinstatement.  Any increase in the Face Amount as a result of a premium payment
is contestable  for two  years from  its  effective date.  In addition,  if  the
Insured  commits suicide in the two-year period,  or such period as specified in
state law, the benefit  payable will be  limited to the  premiums paid less  any
Indebtedness and partial withdrawals.
 
MISSTATEMENT AS TO AGE
 
    If the age of the Insured is incorrectly stated, the amount of Death Benefit
will be appropriately adjusted as specified in the Policy.
 
PAYMENT OPTIONS
 
    Proceeds  under the Policies may be paid in  a lump sum or may be applied to
one of ITT  Hartford's payment options.  The minimum amount  that may be  placed
under  a  payment option  is $5,000  unless  ITT Hartford  consents to  a lesser
amount. Once payments  under Options 2,  3 or  4 commence, no  surrender of  the
Policy may be made for the purpose of receiving a lump sum settlement in lieu of
the  life  insurance payments.  The following  options  are available  under the
Policies.
 
    FIRST OPTION -- Interest Income
 
    Payments of interest at the  rate we declare, but not  less than 3 1/2%  per
year, on the amount applied under this option.
 
                                       32
<PAGE>
    SECOND OPTION -- Income of Fixed Amount
 
    Equal  payments of  the amount  chosen until  the amount  applied under this
option, with interest of not less than 3 1/2% per year, is exhausted. The  final
payment will be for the balance remaining.
 
    THIRD OPTION -- Payments for a Fixed Period
 
    An amount payable monthly for the number of years selected which may be from
1 to 30 years.
 
    FOURTH OPTION -- Life Income
 
      LIFE  ANNUITY -- an life insurance  payable monthly during the lifetime of
      the Annuitant and terminating with the last monthly payment due  preceding
      the death of the Annuitant.
 
      LIFE  ANNUITY  WITH  120 MONTHLY  PAYMENTS  CERTAIN --  an  life insurance
      providing monthly income to the Annuitant for a fixed period of 120 months
      and for as long thereafter as the Annuitant shall live.
 
    The Tables in the  Policy provide for guaranteed  dollar amounts of  monthly
payments  for  each $1,000  applied under  the four  Payment Options.  Under the
Fourth Option,  the amount  of each  payment will  depend upon  the age  of  the
Annuitant  at the time the first payment is due. If any periodic payment due any
payee is less than $200, ITT Hartford may make payments less often.
 
    The Table for  the Fourth Option  is based on  the 1983a Individual  Annuity
Mortality  Table set back one year and a  net investment rate of 3.5% per annum.
The Tables for the First, Second and Third Options are based on a net investment
rate of 3.5% per  annum. ITT Hartford  may, however, from time  to time, at  our
discretion if mortality appears more favorable and interest rates justify, apply
other  tables  which will  result  in higher  monthly  payments for  each $1,000
applied under one or more of the four Payment Options.
 
    ITT Hartford will make any other arrangements for income payments as may  be
agreed on.
 
BENEFICIARY
 
    The  applicant names the Beneficiary in  the application for the Policy. The
Policy Owner may change  the Beneficiary (unless  irrevocably named) during  the
Insured's  lifetime by  written request  to ITT  Hartford. If  no Beneficiary is
living when the  Insured dies, the  Death Proceeds  will be paid  to the  Policy
Owner if living; otherwise to the Policy Owner's estate.
 
ASSIGNMENT
 
    The Policy may be assigned as collateral for a loan or other obligation. ITT
Hartford  is not responsible for any payment made or action taken before receipt
of written notice of such assignment. Proof  of interest must be filed with  any
claim under a collateral assignment.
 
DIVIDENDS
 
    No dividends will be paid under the Policies.
 
                             SUPPLEMENTAL BENEFITS
 
    The  following supplemental benefits, which  are subject to the restrictions
and limitations set forth therein, may be included in a Policy.
 
DEDUCTION AMOUNT WAIVER RIDER
 
    Subject to certain age and underwriting restrictions, the Policy may include
a Deduction  Amount Waiver  Rider. This  rider provides  for the  waiver of  the
Policy's Monthly Deduction Amounts in the event of total disability prior to the
Insured  reaching Attained Age  65 and continuing  for at least  six months. The
number of Monthly Deduction Amounts waived depends on the Insured's Attained Age
when the disability began. If this rider is added, the Monthly Deduction Amounts
will be increased to include the charges for this rider.
 
                                       33
<PAGE>
ACCIDENTAL DEATH BENEFIT RIDER
 
    Subject to certain age and underwriting requirements, the Policy may include
an Accidental Death Benefit Rider.
 
    This rider provides for an increase in the amount paid upon the death of the
Insured if the death results from an accident.
 
    If this rider is added, the  Monthly Deduction Amounts will be increased  to
include the charges for this rider.
 
INCREASE IN COVERAGE OPTION RIDER
 
    Subject to certain age and underwriting requirements, the Policy may include
an Increase in Coverage Option Rider.
 
    This  rider gives the Owner the guaranteed  right to purchase a new Flexible
Premium Variable  Life Insurance  policy on  the life  of the  Insured,  without
evidence  of  insurability,  if  certain conditions  are  met.  These conditions
include:
 
    1. the original policy has been in force for five years,
 
    2.  the Insured's Attained Age is less than 80, and
 
    3.  the Account Value of the original  policy is sufficient to "pay-up"  the
        policy under assumptions defined in the rider.
 
    The  Face Amount of the new policy will  be equal to the Face Amount times a
percentage. This  percentage depends  on the  Insured's age,  sex (except  where
unisex  rates are used), and insurance class.  The Scheduled Premium fee for the
new policy is based on the Scheduled Premium for the original policy.
 
MATURITY DATE EXTENSION RIDER
 
    We will extend the Maturity Date (the date on which the Policy will  mature)
to  the  date of  the Insured's  death, regardless  of the  age of  the Insured.
Certain Death Benefit and  premium restrictions apply.  See "Income Taxation  of
Policy Benefits."
 
                                       34
<PAGE>
                        EXECUTIVE OFFICERS AND DIRECTORS
 
   
<TABLE>
<CAPTION>
                                                                                OTHER BUSINESS PROFESSION,
                                                                                  VOCATION OR EMPLOYMENT
                                      POSITION WITH ITT HARTFORD,                    FOR PAST 5 YEARS;
           NAME, AGE                       YEAR OF ELECTION                         OTHER DIRECTORSHIPS
- --------------------------------  -----------------------------------  ---------------------------------------------
<S>                               <C>                                  <C>
Andrew, Joan M., 38               Vice President, 1992                 Vice President and Director, National Service
                                                                         Center Operations (1992-Present), ITT
                                                                         Hartford.
Bossen, Wendell J., 62            Vice President, 1995**               Vice President (1992), Hartford Life
                                                                         Insurance Company; Executive Vice President
                                                                         (1984), Mutual Benefit.
Boyko, Gregory A., 44             Vice President, 1995                 Vice President and Controller (1995-Present),
                                                                         Hartford Life Insurance Company; Chief
                                                                         Financial Officer (1994-1995), IMG American
                                                                         Life; Senior Vice President (1992-1994),
                                                                         Connecticut Mutual.
Cummins, Peter W., 59             Vice President, 1993                 Vice President, Individual Annuity Operations
                                                                         (1989-Present), Hartford Life Insurance
                                                                         Company.
deRaismes, Ann M., 45             Vice President, 1994                 Vice President (1994-Present), Assistant Vice
                                                                         President (1992), Director of Human
                                                                         Resources (1991-Present), Hartford Life
                                                                         Insurance Company.
Dooley, James R., 59              Vice President, 1977                 Vice President, Director Information Services
                                                                         (1973-Present), ITT Hartford.
Fitch, Timothy M., 43             Vice President, 1995                 Vice President (1995-Present); Assistant Vice
                                                                         President (1993); Director (1991), Hartford
                                                                         Life.
Frahm, Donald R., 64              Director, 1995*                      Chairman and Chief Executive Officer
                                                                         (1988-Present), ITT Hartford Insurance
                                                                         Group, Inc.
Gardner, Bruce D., 45             Director, 1991*                      Vice President (1996-Present) General Counsel
                                                                         and Corporate Secretary (1991), Hartford
                                                                         Life Insurance Company
Gareau, Joseph H., 49             Executive Vice President, 1993       Executive Vice President and Chief Investment
                                    Chief Investment Officer 1993        Officer (1993-Present), Senior Vice
                                    Director, 1993*                      President (1989-1993), Hartford Life
                                                                         Insurance Company
Gillette, Donald J., 50           Vice President, 1993                 Vice President, Director of Marketing
                                                                         (1991-Present), ITT Hartford; MSI Insurance
                                                                         (1986)
Godkin, Lynda, 42                 General Counsel, 1996 Corporate      General Counsel (1996-Present), Associate
                                    Secretary, 1995                      General Counsel and Corporate Secretary
                                                                         (1995), Assistant General Counsel and
                                                                         Secretary (1994), Counsel (1990), Hartford
                                                                         Life Insurance Company
Grady, Lois W., 51                Vice President, 1993                 Vice President (1993-Present), Assistant Vice
                                                                         President (1988), Hartford Life Insurance
                                                                         Company
</TABLE>
    
 
                                       35
<PAGE>
   
<TABLE>
<CAPTION>
                                                                                OTHER BUSINESS PROFESSION,
                                                                                  VOCATION OR EMPLOYMENT
                                      POSITION WITH ITT HARTFORD,                    FOR PAST 5 YEARS;
           NAME, AGE                       YEAR OF ELECTION                         OTHER DIRECTORSHIPS
- --------------------------------  -----------------------------------  ---------------------------------------------
<S>                               <C>                                  <C>
Hall, David A., 42                Senior Vice President, 1993          Senior Vice President and Actuary
                                    Actuary, 1993                        (1993-Present), Vice President and Actuary
                                                                         (1987-1992), Hartford Life Insurance
                                                                         Company
Kanarek, Joseph, 48               Vice President, 1994 Director,       Vice President (1991-Present), Director
                                    1994*                                (1992-Present), Hartford Life Insurance
                                                                         Company
Kerzner, Robert A., 44            Vice President, 1994                 Vice President (1994-Present), Regional Vice
                                                                         President (1991), Life Sales Manager
                                                                         (1990), Hartford Life Insurance Company
Kohlhof, LaVern L., 66            Vice President, 1980 Secretary,      Vice President and Secretary (1980-Present),
                                    1980                                 ITT Hartford
Malchodi, Jr., William B., 45     Vice President, 1994 Director of     Vice President (1994-Present), Director of
                                    Taxes, 1992                          Taxes (1992-Present), Assistant General
                                                                         Counsel and Assistant Director of Taxes
                                                                         (1986), Hartford Insurance Group
Marra, Thomas M., 37              Executive Vice President, 1995       Senior Vice President (1994), Director of
                                    Director, 1994*                      Individual Annuities (1991), Vice President
                                                                         (1989), Hartford Life Insurance Company
Matthiesen, Steven L., 51         Vice President, 1984                 Vice President, Director of New Business
                                                                         (1984-Present), ITT Hartford
Noto, Joseph J., 44               Vice President, 1989                 Vice President (1989-Present), Hartford Life
                                                                         Insurance Company.
Raymond, Craig D., 32             Vice President, 1993                 Vice President and Chief Actuary
                                    Chief Actuary, 1994                  (1994-Present), Vice President (1993),
                                                                         Assistant Vice President (1992), Actuary
                                                                         (1989-1994), Hartford Life Insurance
                                                                         Company
Schrandt, David T., 48            Vice President, 1987 Treasurer,      Vice President, Treasurer and Controller
                                    1987                                 (1987-Present), ITT Hartford
Smith, Lowndes A., 55             President, 1993                      President and Chief Executive Officer
                                    Chief Executive Officer, 1989        (1993-Present), ITT Hartford; President and
                                    Director, 1985*                      Chief Operating Officer (1989-Present),
                                                                         Hartford Life Insurance Company
Zlatkus, Lizabeth H., 36          Vice President, 1994                 Vice President, Director Business Operations
                                    Director, 1994*                      (1994), Assistant Vice President, Director
                                                                         Executive Operations (1992), Executive
                                                                         Staff Assistant to President (1990),
                                                                         Hartford Life Insurance Company
<FN>
- ------------------------
 * Denotes year of election to Board of Directors
** ITT Hartford Affiliated Company
</TABLE>
    
 
                                       36
<PAGE>
                          DISTRIBUTION OF THE POLICIES
 
   
    ITT  Hartford intends to sell the Policies  in all jurisdictions where it is
licensed to  do business.  The Policies  will be  sold by  life insurance  sales
representatives   who   represent   ITT   Hartford   and   who   are  registered
representatives of Hartford  Equity Sales  Company, Inc.  ("HESCO"), or  certain
other  registered Broker-Dealers. Any sales representative or employee will have
been qualified to sell variable life insurance policies under applicable Federal
and State  laws.  Each  Broker-Dealer  is registered  with  the  Securities  and
Exchange  Commission  under the  Securities  Exchange Act  of  1934 and  all are
members of the National Association of Securities Dealers, Inc. During the first
Policy Year,  the  maximum sales  commission  payable to  ITT  Hartford  agents,
independent registered insurance brokers, and other registered Broker-Dealers is
45%  of the premiums paid up to a target premium and 5% of any excess. In Policy
Years 2 through 10, agent commissions will not exceed 5.5% of premiums paid. For
Policy Years 11  and later,  the agent  commissions will  not exceed  2% of  the
premiums   paid.  In  addition,  expense  allowances  may  be  paid.  The  sales
representative may be  required to return  all or a  portion of the  commissions
paid if the Policy terminates prior to the second Policy Anniversary.
    
 
   
    HESCO, a corporation organized under the laws of the State of Connecticut on
July 3, 1973, is the principal underwriter for the Policies. HESCO is engaged in
the  sale and distribution of various other variable insurance products, as well
as acting as principal underwriter for the following group variable annuity  and
variable  life  insurance contracts  issued by  ITT  Hartford and  Hartford Life
Insurance  Company:  Hartford  Life  Insurance  Company  Separate  Account  VLI,
Hartford  Life Insurance  Company Separate Account  VLII, ITT  Hartford Life and
Annuity Insurance Company  Separate Account  VLII and ICMG  Separate Account  of
Hartford Life Insurance Company.
    
 
                  SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
 
    The  assets of the Separate Account are  held by ITT Hartford. The assets of
the Separate Account are kept physically segregated and held separate and  apart
from  the General Account of ITT Hartford. ITT Hartford maintains records of all
purchases and redemptions of shares of  the Fund. Additional protection for  the
assets
of  the Separate  Account is  afforded by  ITT Hartford's  blanket fidelity bond
issued by Aetna  Casualty and  Surety Company, in  the aggregate  amount of  $50
million, covering all of the officers and employees of ITT Hartford.
 
                           FEDERAL TAX CONSIDERATIONS
 
GENERAL
 
    SINCE  THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
TO THE ACTUAL STATUS  OF THE POLICY  OWNER INVOLVED AND THE  TYPE OF PLAN  UNDER
WHICH  THE POLICY IS PURCHASED, LEGAL AND TAX  ADVICE MAY BE NEEDED BY A PERSON,
TRUSTEE OR OTHER ENTITY CONTEMPLATING THE PURCHASE OF A POLICY DESCRIBED HEREIN.
 
    It should be understood that any detailed description of the Federal  income
tax consequences regarding the purchase of these Policies cannot be made in this
Prospectus  and that special tax rules may be applicable with respect to certain
purchase situations not discussed herein. In  addition, no attempt is made  here
to  consider any applicable state or other tax laws. For detailed information, a
qualified tax adviser should always be consulted. This discussion of Federal tax
considerations is based  upon ITT  Hartford's understanding  of current  Federal
income tax laws as they are currently interpreted.
 
TAXATION OF ITT HARTFORD AND THE SEPARATE ACCOUNT
 
    The  Separate Account is taxed as a part of ITT Hartford which is taxed as a
life insurance company under Subchapter L of the Internal Revenue Code ("Code").
Accordingly, the Separate Account will not  be taxed as a "regulated  investment
company"  under Subchapter M of the Code. Investment income and realized capital
gains on  the  assets  of  the  Separate  Account  (the  underlying  Funds)  are
reinvested  and  are  taken  into  account  in  determining  the  value  of  the
Accumulation Units  As a  result, such  investment income  and realized  capital
gains  are automatically  applied to  increase reserves  under the  Policy. (See
"Detailed Description of  Policy Benefits  and Provisions  -- Accumulation  Unit
Values, on page 12).
 
                                       37
<PAGE>
    ITT Hartford does not expect to incur any Federal income tax on the earnings
or  realized capital gains attributable to the Separate Account. Based upon this
expectation, no  charge is  currently being  made to  the Separate  Account  for
Federal  income taxes. If  ITT Hartford incurs income  taxes attributable to the
Separate Account or determines that such taxes will be incurred, it may assess a
charge for such taxes against the Separate Account.
 
INCOME TAXATION OF POLICY BENEFITS
 
    For Federal income  tax purposes,  the Policies  should be  treated as  life
insurance  policies under Section  7702 of the  Code. The death  benefit under a
life insurance  policy  is generally  excluded  from  the gross  income  of  the
Beneficiary.  Also,  a life  insurance Policy  Owner is  generally not  taxed on
increments in  the policy  value until  the Policy  is partially  or  completely
surrendered.  Section 7702 limits the amount of premiums that may be invested in
a Policy that  is treated  as life insurance.  ITT Hartford  intends to  monitor
premium levels to assure compliance with the Section 7702 requirements.
 
    ITT  Hartford also believes  that any loan  received under a  Policy will be
treated as Indebtedness of the Policy Owner, and that no part of any loan  under
a  Policy will constitute income to the  Policy Owner. A surrender or assignment
of the Policy may have tax consequences depending upon the circumstances. Policy
Owners should consult  a qualified  tax adviser  concerning the  effect of  such
changes.
 
    During  the first  fifteen Policy  Years, an  "income first"  rule generally
applies to distributions  of cash required  to be made  under Code Section  7702
because of a reduction in benefits under the Policy.
 
    The  Maturity  Date Extension  Rider  allows a  Policy  Owner to  extend the
Maturity Date to the date of the death  of the insured. If the Maturity Date  of
the  Policy is  extended by  rider, ITT Hartford  believes that  the Policy will
continue to  be treated  as a  life insurance  contract for  Federal income  tax
purposes after the scheduled Maturity Date. However, due to the lack of specific
guidance  on this issue, the result is not certain. If the Policy is not treated
as a life insurance contract for Federal income tax purposes after the scheduled
Maturity Date, among  other things,  the Death Proceeds  may be  taxable to  the
recipient. The Policy Owner should consult a qualified tax adviser regarding the
possible  adverse tax consequences resulting from  an extension of the scheduled
Maturity Date.
 
MODIFIED ENDOWMENT CONTRACTS
 
    Code Section 7702A applies an additional test, the "seven-pay" test, to life
insurance contracts. A modified  endowment contract is  a life insurance  policy
which  satisfies the  Section 7702  definition of  life insurance  but fails the
seven-pay test  of Section  7702A.  The seven-pay  test provides  that  premiums
cannot  be paid at a rate more rapidly than that allowed by the payment of seven
annual  premiums  using  specified  computational  rules  provided  in   Section
7702A(c).
 
    A  policy that is  classified as a modified  endowment contract is generally
eligible for the beneficial tax treatment  accorded to life insurance. That  is,
the  death benefit is generally excluded from income and increments in value are
not subject  to  current taxation.  However,  a loans,  distributions  or  other
amounts received from a modified endowment contract are treated first as income,
then as a recovery of basis. Taxable withdrawals are subject to a 10% additional
tax,  with certain exceptions.  Generally, only distributions  and loans made in
the first year in which a policy  becomes a modified endowment contract, and  in
subsequent  years, are taxable. However, distributions and loans made in the two
years prior  to a  policy's  failing the  seven-pay test  are  deemed to  be  in
anticipation of failure and are subject to tax.
 
    If  the Policy satisfies  the seven-pay test  for seven years, distributions
and loans made thereafter will not be subject to the modified endowment contract
rules, unless  the Policy  is changed  materially. The  seven-pay test  will  be
applied  anew at any time the Policy undergoes a material change, which includes
an increase in the death benefit.
 
    All modified endowment contracts that are issued within any calendar year to
the same Policy Owner by one company  or its affiliates shall be treated as  one
modified  endowment contract for the purpose  of determining the taxable portion
of any loan or distribution.
 
ESTATE AND GENERATION SKIPPING TAXES
 
    When the Insured dies,  the Death Proceeds will  generally be includible  in
the  Policy Owner's  estate for  purposes of Federal  estate tax  if the Insured
owned  the  Policy.  If  the  Policy  Owner  was  not  the  Insured,  the   fair
 
                                       38
<PAGE>
market  value of the Policy would be  included in the Policy Owner's estate upon
the Policy Owner's death.  The Policy would not  be includible in the  Insured's
estate  if the Insured neither retained incidents  of ownership at death nor had
given up ownership within three years before death.
 
    Federal estate tax is integrated with Federal gift tax under a unified  rate
schedule.  In general, estates  of less than  $600,000 will not  incur a Federal
estate tax  liability.  In  addition,  an unlimited  marital  deduction  may  be
available  for  Federal  estate and  gift  tax purposes.  The  unlimited marital
deduction permits the deferral of taxes until the death of the surviving spouse.
 
    If the Policy  Owner (whether or  not he  or she is  the Insured)  transfers
ownership of the Policy to someone two or more generations younger, the transfer
may be subject to the generation skipping transfer tax, the taxable amount being
the  value  of  the  Policy.  The  generation-skipping  transfer  tax provisions
generally apply to transfers which would be  subject to the gift and estate  tax
rules.  Individuals  are  generally  allowed  an  aggregate  generation skipping
transfer exemption of $1  million. Because these rules  are complex, the  Policy
Owner  should consult with  a qualified tax adviser  for specific information if
ownership is passing to younger generations.
 
DIVERSIFICATION REQUIREMENTS
 
    Section 817 of  the Code provides  that a variable  life insurance  contract
(other  than a  pension plan  policy) will  not be  treated as  a life insurance
contract for  any period  during  which the  investments  made by  the  separate
account  or underlying  fund are not  adequately diversified  in accordance with
regulations prescribed by the Treasury Department. If a Policy is not treated as
a life insurance contract, the Policy Owner will be subject to income tax on the
annual increases in cash value.
 
    The  Treasury  Department  has  issued  diversification  regulations   which
generally require, among other things, that no more than 55% of the value of the
total  assets of the segregated asset  account underlying a variable contract is
represented by any one investment,  no more than 70%  is represented by any  two
investments,  no more than 80%  is represented by any  three investments, and no
more than 90% is represented by any four investments. In determining whether the
diversification standards  are  met, all  securities  of the  same  issuer,  all
interests  in the  same real  property project,  and all  interests in  the same
commodity are each treated as a single  investment. In addition, in the case  of
government  securities,  each  government  agency  or  instrumentality  shall be
treated as a separate issuer.
 
    A separate account must be in compliance with the diversification  standards
on  the last day  of each calendar quarter  or within 30  days after the quarter
ends. If an insurance  company inadvertently fails  to meet the  diversification
requirements,  the company may  comply within a reasonable  period and avoid the
taxation of policy income  on an ongoing basis.  However, either the company  or
the  Policy Owner must agree to pay the  tax due for the period during which the
diversification requirements were not met.
 
    ITT Hartford monitors  the diversification  of investments  in the  separate
accounts  and tests  for diversification as  required by the  Code. ITT Hartford
intends to administer all contracts subject to the diversification  requirements
in a manner that will maintain adequate diversification.
 
OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT
 
    In order for a variable life insurance contract to qualify for tax deferral,
assets in the segregated asset accounts supporting the variable contract must be
considered to be owned by the insurance company and not by the variable contract
owner.  The Internal  Revenue Service ("IRS")  has issued  several rulings which
discuss investor control. The IRS has  ruled that incidents of ownership by  the
contract  owner, such  as the  ability to  select and  control investments  in a
separate account, will cause the  contract owner to be  treated as the owner  of
the assets for tax purposes.
 
    Further,  in the  explanation to  the temporary  Section 817 diversification
regulations, the Treasury  Department noted that  the temporary regulations  "do
not  provide guidance concerning the circumstances  in which investor control of
the investments of  a segregated asset  account may cause  the investor,  rather
than  the insurance  company, to be  treated as the  owner of the  assets in the
account." The  explanation further  indicates  that "the  temporary  regulations
provide  that  in  appropriate  cases a  segregated  asset  account  may include
multiple sub-accounts, but do not specify the extent to which policyholders  may
direct their investments to particular sub-accounts without being treated as the
owners  of the  underlying assets.  Guidance on  this and  other issues  will be
provided in regulations or revenue rulings under section 817(d), relating to the
definition of variable contract." The final regulations issued under Section 817
did not provide guidance regarding investor
 
                                       39
<PAGE>
control, and as of the date of this Prospectus, no other such guidance has  been
issued.  Further, ITT Hartford  does not know  if or in  what form such guidance
will be  issued. In  addition, although  regulations are  generally issued  with
prospective  effect,  it  is  possible  that  regulations  may  be  issued  with
retroactive effect. Due to the lack of specific guidance regarding the issue  of
investor  control,  there is  necessarily some  uncertainty regarding  whether a
Policy Owner could be considered the owner  of the assets for tax purposes.  ITT
Hartford  reserves the  right to modify  the Policies, as  necessary, to prevent
Policy Owners from  being considered the  owners of the  assets in the  separate
accounts.
 
LIFE INSURANCE PURCHASED FOR USE IN SPLIT DOLLAR ARRANGEMENTS
 
    On  January 26, 1996, the IRS released a technical advice memorandum ("TAM")
on the  taxability of  life  insurance policies  used  in certain  split  dollar
arrangements.  A TAM, issued by the National  Office of the IRS, provides advice
as to the internal revenue laws, regulations, and related statutes with  respect
to  a specific  set of facts  and a specific  taxpayer. In the  TAM, among other
things, the IRS concluded  that an employee was  subject to current taxation  on
the  excess of the  cash surrender value of  the policy over  the premiums to be
returned to the employer.  Purchasers of life insurance  policies to be used  in
split  dollar arrangements are strongly advised  to consult with a qualified tax
adviser to determine the tax treatment resulting from such an arrangement.
 
FEDERAL INCOME TAX WITHHOLDING
 
    If any amounts are deemed to be current taxable income to the Policy  Owner,
such  amounts will be  subject to Federal income  tax withholding and reporting,
pursuant to the Code.
 
NON-INDIVIDUAL OWNERSHIP OF POLICIES
 
    Legislation has recently been proposed which would limit certain of the  tax
advantages  now  afforded  non-individual owners  of  life  insurance contracts.
Prospective Policy Owners which are  not individuals should consult a  qualified
tax  adviser  to  determine the  status  of  this proposed  legislation  and its
potential impact on the purchaser.
 
OTHER
 
    Federal estate  tax,  state and  local  estate, inheritance  and  other  tax
consequences  of  ownership,  or  receipt  of  Policy  proceeds  depend  on  the
circumstances of  each Policy  Owner  or beneficiary.  A qualified  tax  adviser
should be consulted to determine the impact of these taxes.
 
LIFE INSURANCE PURCHASES BY NONRESIDENT ALIENS AND FOREIGN CORPORATIONS
 
    The  discussion above  provides general  information regarding  U.S. federal
income tax consequences to life insurance  purchasers that are U.S. citizens  or
residents.  Purchasers that are not U.S. citizens or residents will generally be
subject to U.S. federal income tax and withholding on taxable distributions from
life insurance policies at a  30% rate, unless a  lower treaty rate applies.  In
addition,  purchasers may be  subject to state and/or  municipal taxes and taxes
that may be  imposed by  the purchaser's  country of  citizenship or  residence.
Prospective  purchasers  are advised  to consult  with  a qualified  tax advisor
regarding U.S. state,  and foreign  taxation with  respect to  a life  insurance
policy purchase.
 
                               LEGAL PROCEEDINGS
 
    There  are  no pending  material legal  proceedings affecting  the Policies,
Separate Account VL I or any of the Funds.
 
                                    EXPERTS
 
    The financial statements for ITT Hartford Life and Annuity Insurance Company
included in  this Prospectus  and Registration  Statement have  been audited  by
Arthur  Andersen  LLP, independent  public  accountants, as  indicated  in their
report herein, and are  included herein in reliance  upon the authority of  said
firm  as experts in accounting and auditing  in giving said report. Reference is
made to said report of ITT Hartford Life and Annuity
 
                                       40
<PAGE>
Insurance Company (the depositor), which includes an explanatory paragraph  with
respect  to changing the valuation method  in determining aggregate reserves for
future benefits. The principal  business address of Arthur  Andersen LLP is  One
Financial Plaza, Hartford, CT 06103.
 
    The  hypothetical  Policy  illustrations  included  in  this  Prospectus and
Registration Statement  have  been  approved  by Ken  A.  McCullum,  FSA,  MAAA,
Director  of Individual Life Product Development,  are included in reliance upon
his opinion as to their reasonableness.
 
                             REGISTRATION STATEMENT
 
    A registration statement  has been  filed with the  Securities and  Exchange
Commission under the Securities Act of 1933 as amended. This Prospectus does not
contain  all information set forth in the registration statement, its amendments
and exhibits,  to  all  of  which reference  is  made  for  further  information
concerning Separate Account VL I, ITT Hartford, and the Policies.
 
                                 LEGAL MATTERS
 
    Legal  matters in connection with the issue and sale of the flexible premium
variable  life  insurance  policies  described   in  this  Prospectus  and   the
organization  of  ITT  Hartford,  its  authority  to  issue  the  Policies under
Connecticut law and the validity of the forms of the Policies under  Connecticut
law  and legal matters  relating to the  federal securities and  income tax laws
have been passed on by Lynda Godkin, Associate General Counsel of ITT Hartford.
 
                                       41
<PAGE>
                                   APPENDIX A
                    ILLUSTRATION OF DEATH BENEFITS, ACCOUNT
                        VALUES AND CASH SURRENDER VALUES
 
    The following tables illustrate how  the Death Benefits, Account Values  and
Cash  Surrender Values of a Policy may  change with the investment experience of
the Separate Account. The tables show how the Death Benefits, Account Values and
Cash Surrender Values of a Policy issued to an Insured of a given age would vary
over time  if the  investment return  on the  assets held  in each  Fund were  a
uniform, gross annual rate of 0%, 6% and 12%. The Death Benefits, Account Values
and  Cash Surrender  Values would  be different  from those  shown if  the gross
annual investment returns averaged 0%,  6% and 12% over  a period of years,  but
fluctuated  above  and below  those averages  for  individual Policy  Years. The
tables assume that no Policy Loans are made and that no partial withdrawals have
been made. The tables are  also based on the assumption  that the Owner has  not
requested  an increase or decrease in the Fact Amount and that no fund transfers
have been made in any Policy Year.
 
    The tables on pages 43 to 60  illustrate a Policy issued to a Male  Insured,
Age  45 in the Preferred  Premium Class with an  Initial Face Amount of $250,000
and a Scheduled Premium that is paid  at the beginning of each Policy Year.  The
Death  Benefits, Account Values and Cash Surrender  Values would be lower if the
Insured was a smoker or in a  special class since the cost of insurance  charges
would increase.
 
    The  tables reflect the fact  that the net return on  the assets held in the
subaccounts is  lower than  the gross  after-tax return  of the  Funds. This  is
because  these tables  assume an investment  management fee  and other estimated
Fund expenses totaling 0.70%.  The 0.70% figure  is based on  an average of  the
current management fees and expenses of the available fifteen Funds, taking into
account  any applicable expense caps  or reimbursement arrangements. Actual fees
and expenses of  the Funds associated  with a Policy  may be more  or less  than
0.70%,  will vary from year to year, and will depend on how the Account Value is
allocated.
 
    As their headings  indicate, the  tables reflect the  deductions of  current
contractual  charges  and  guaranteed  contractual charges  for  a  single gross
interest rate.  These charges  include the  monthly charge  to the  Account  for
assuming mortality and expense risks, the monthly administrative charge, and the
monthly  mortality  charge.  All  tables  assume a  charge  of  2.25%  for taxes
attributable to  premiums and  reflect  the fact  that  no charges  against  the
Account are currently made for federal, state or local taxes attributable to the
Policy.
 
    Each  table also shows the amount to  which the premiums would accumulate if
an amount equal to those premiums  were invested to earn interest, after  taxes,
at 5% compounded annually.
 
    Upon request, ITT Hartford will furnish a comparable illustration based on a
proposed Policy's specific circumstances.
 
                                       42
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,200            1,232          0***      250,000         1,232          0***      250,000
      2             8,610            4,074        163***      250,000         4,074        163***      250,000
      3            13,241            6,764      3,342         250,000         6,764      3,342         250,000
      4            18,103            9,345      6,411         250,000         9,345      6,411         250,000
      5            23,208           11,843      9,398         250,000        11,843      9,398         250,000
 
      6            28,568           14,274     12,318         250,000        14,274     12,318         250,000
      7            34,196           16,645     15,178         250,000        16,645     15,178         250,000
      8            40,106           18,971     17,994         250,000        18,971     17,994         250,000
      9            46,312           21,246     20,757         250,000        21,246     20,757         250,000
     10            52,827           23,456     23,456         250,000        23,456     23,456         250,000
 
     11            59,669           25,850     25,850         250,000        24,932     24,932         250,000
     12            66,852           28,102     28,102         250,000        26,215     26,215         250,000
     13            74,395           30,190     30,190         250,000        27,297     27,297         250,000
     14            82,314           32,117     32,117         250,000        28,157     28,157         250,000
     15            90,630           33,884     33,884         250,000        28,773     28,773         250,000
 
     16            99,361           35,385     35,385         250,000        29,115     29,115         250,000
     17           108,530           36,726     36,726         250,000        29,156     29,156         250,000
     18           118,156           37,906     37,906         250,000        28,850     28,850         250,000
     19           128,264           38,913     38,913         250,000        28,147     28,147         250,000
     20           138,877          39,7470     39,740         250,000        26,999     26,999         250,000
 
     25           20,0454           39,821     39,821         250,000        12,667     12,667         250,000
     35           27,9043           30,239     30,239         250,000             0          0         250,000
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH  VALUE WOULD BE $2,032 IN YEAR ONE AND $4,753 IN YEAR TWO. THESE VALUES
      REFLECT FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH  10
      AND  3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       43
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,200            1,325          0***      250,000         1,325          0***      250,000
      2             8,610            4,435        523***      250,000         4,435        523**       250,000
      3            13,241            7,570      4,148         250,000         7,570      4,148         250,000
      4            18,103           10,778      7,845         250,000        10,778      7,845         250,000
      5            23,208           14,087     11,643         250,000        14,087     11,643         250,000
 
      6            28,568           17,519     15,563         250,000        17,519     15,563         250,000
      7            34,196           21,085     19,618         250,000        21,085     19,618         250,000
      8            40,106           24,808     23,830         250,000        24,808     23,830         250,000
      9            46,312           28,688     28,200         250,000        28,688     28,200         250,000
     10            52,827           32,722     32,722         250,000        32,722     32,722         250,000
 
     11            59,669           37,186     37,186         250,000        36,279     36,279         250,000
     12            66,852           41,760     41,760         250,000        39,852     39,852         250,000
     13            74,395           46,430     46,430         250,000        43,436     43,436         250,000
     14            82,314           51,207     51,207         250,000        47,017     47,017         250,000
     15            90,630           56,101     56,101         250,000        50,580     50,580         250,000
 
     16            99,361           61,026     61,026         250,000        54,103     54,103         250,000
     17           108,530           66,085     66,085         250,000        57,565     57,565         250,000
     18           118,156           71,290     71,290         250,000        60,934     60,934         250,000
     19           128,264           76,646     76,646         250,000        64,173     64,173         250,000
     20           138,877           82,162     82,162         250,000        67,247     67,247         250,000
 
     25           200,454          111,781    111,781         250,000        78,904     78,904         250,000
     35           279,043          145,617    145,617         250,000        77,492     77,492         250,000
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH  VALUE WOULD BE $2,125 IN YEAR ONE AND $5,113 IN YEAR TWO. THESE VALUES
      REFLECT FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH  10
      AND  3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTACT  WOULD ALSO BE  DIFFERENT
FROM  THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       44
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,200            1,418          0***      250,000         1,418          0***      250,000
      2             8,610            4,807        895***      250,000         4,807        895***      250,000
      3            13,241            8,434      5,011         250,000         8,434      5,011         250,000
      4            18,103           12,372      9,438         250,000        12,372      9,438         250,000
      5            23,208           16,681     14,237         250,000        16,681     14,237         250,000
 
      6            28,568           21,420     19,464         250,000        21,420     19,464         250,000
      7            34,196           26,642     25,176         250,000        26,642     25,176         250,000
      8            40,106           32,417     31,440         250,000        32,417     31,440         250,000
      9            46,312           38,799     38,310         250,000        38,799     38,310         250,000
     10            52,827           45,843     45,843         250,000        45,843     45,843         250,000
 
     11            59,669           53,915     53,915         250,000        53,042     53,042         250,000
     12            66,852           62,773     62,773         250,000        60,901     60,901         250,000
     13            74,395           72,491     72,491         250,000        69,502     69,502         250,000
     14            82,314           83,181     83,181         250,000        78,929     78,929         250,000
     15            90,630           94,965     94,965         250,000        89,281     89,281         250,000
 
     16            99,361          107,905    107,905         250,000       100,668    100,668         250,000
     17           108,530          122,236    122,236         250,000       113,227    113,227         250,000
     18           118,156          138,131    138,131         250,000       127,109    127,109         250,000
     19           128,264          155,618    155,618         250,000       142,486    142,486         250,000
     20           138,877          174,773    174,773         250,000       159,244    159,244         250,000
 
     25           200,454          300,798    300,798         250,000       265,815    265,815         250,000
     35           279,043          495,973    495,973         250,000       420,068    420,068         250,000
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $2,218 IN YEAR ONE AND $5,485 IN YEAR TWO. THESE  VALUES
      REFLECT  FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH 10
      AND 3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN  BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       45
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,466          0***      251,466         1,466          0***      251,466
      2             9,686            4,727        327***      254,727         4,727        327***      254,727
      3            14,896            7,820      3,970         257,820         7,820      3,970         257,820
      4            20,365           10,789      7,489         260,789        10,789      7,489         260,789
      5            26,109           13,660     10,910         263,660        13,660     10,910         263,660
 
      6            32,139           16,450     14,250         266,450        16,450     14,250         266,450
      7            38,471           19,164     17,514         269,164        19,164     17,514         269,164
      8            45,120           21,820     20,720         271,820        21,820     20,720         271,820
      9            52,101           24,409     23,859         274,409        24,409     23,859         274,409
     10            59,431           26,916     26,916         276,916        26,916     26,916         276,916
 
     11            67,127           29,621     29,621         279,621        28,603     28,603         278,603
     12            75,208           32,154     32,154         282,154        30,059     30,059         280,059
     13            83,694           34,487     34,487         284,487        31,276     31,276         281,276
     14            92,604           36,623     36,623         286,623        32,229     32,229         282,229
     15           101,959           38,562     38,562         288,562        32,897     32,897         282,897
 
     16           111,782           40,177     40,177         290,177        33,245     33,245         283,245
     17           122,096           41,593     41,593         291,593        33,246     33,246         283,246
     18           132,926           42,806     42,806         292,806        32,854     32,854         282,854
     19           144,297           43,803     43,803         293,803        32,020     32,020         282,020
     20           156,237           44,576     44,576         294,576        30,699     30,699         280,699
 
     25           225,511           43,527     43,527         293,527        15,404     15,404         265,404
     35           313,924           31,575     31,575         281,575             0          0               0
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH  VALUE WOULD BE $2,366 IN YEAR ONE AND $4,772 IN YEAR TWO. THESE VALUES
      REFLECT FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH  10
      AND  3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       46
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,574          0***      251,574         1,574          0***      251,574
      2             9,686            5,141        741***      255,141         5,141        741***      255,141
      3            14,896            8,746      4,896         258,746         8,746      4,896         258,746
      4            20,365           12,432      9,132         262,432        12,432      9,132         262,432
      5            26,109           16,230     13,480         266,230        16,230     13,480         266,230
 
      6            32,139           20,158     17,958         270,158        20,158     17,958         270,158
      7            38,471           24,231     22,581         274,231        24,231     22,581         274,231
      8            45,120           28,468     27,368         278,468        28,468     27,368         278,468
      9            52,101           32,870     32,320         282,870        32,870     32,320         282,870
     10            59,431           37,428     37,428         287,428        37,428     37,428         287,428
 
     11            67,127           42,446     42,446         292,446        41,395     41,395         291,395
     12            75,208           47,558     47,558         297,558        45,332     45,332         295,332
     13            83,694           52,735     52,735         302,735        49,225     49,225         299,225
     14            92,604           57,982     57,982         307,982        53,045     53,045         303,045
     15           101,959           63,299     63,299         313,299        56,760     56,760         306,760
 
     16           111,782           68,557     68,557         318,557        60,328     60,328         310,328
     17           122,096           73,875     73,875         323,875        63,709     63,709         313,709
     18           132,926           79,251     79,251         329,251        66,842     66,842         316,842
     19           144,297           84,672     84,672         334,672        69,660     69,660         319,660
     20           156,237           90,127     90,127         340,127        72,095     72,095         322,095
 
     25           225,511          116,169    116,169         366,169        76,129     76,129         326,129
     35           313,924          136,250    136,250         386,250        55,925     55,925         305,925
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH  VALUE WOULD BE $2,474 IN YEAR ONE AND $5,186 IN YEAR TWO. THESE VALUES
      REFLECT FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH  10
      AND  3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       47
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,681          0***      251,681         1,681          0***      251,681
      2             9,686            5,569      1,169***      255,569         5,569      1,169***      255,569
      3            14,896            9,736      5,886         259,736         9,736      5,886         259,736
      4            20,365           14,258     10,958         264,258        14,258     10,958         264,258
      5            26,109           19,198     16,448         269,198        19,198     16,448         269,198
 
      6            32,139           24,615     22,415         274,615        24,615     22,415         274,615
      7            38,471           30,567     28,917         280,567        30,567     28,917         280,567
      8            45,120           37,127     36,027         287,127        37,127     36,027         287,127
      9            52,101           44,349     43,799         294,349        44,349     43,799         294,349
     10            59,431           52,288     52,288         302,288        52,288     52,288         302,288
 
     11            67,127           61,337     61,337         311,337        60,253     60,253         310,253
     12            75,208           71,202     71,202         321,202        68,843     68,843         318,843
     13            83,694           81,939     81,939         331,939        78,112     78,112         328,112
     14            92,604           93,639     93,639         343,639        88,103     88,103         338,103
     15           101,959          106,404    106,404         356,404        98,865     98,865         348,865
 
     16           111,782          120,208    120,208         370,208       110,442    110,442         360,442
     17           122,096          135,290    135,290         385,290       122,884    122,884         372,884
     18           132,926          151,779    151,779         401,779       136,232    136,232         386,232
     19           144,297          169,809    169,809         419,809       150,523    150,523         400,523
     20           156,237          189,531    189,531         439,531       165,803    165,803         415,803
 
     25           225,511          318,535    318,535         568,535       259,241    259,241         509,241
     35           313,924          517,815    517,815         767,815       385,156    385,156         635,156
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF  YOU SURRENDER YOUR  POLICY DURING THE  FIRST TWO POLICY  YEARS, YOU WILL
      RECEIVE A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS  THE
      CASH  VALUE WOULD BE $2,581 IN YEAR ONE AND $5,614 IN YEAR TWO. THESE VALUES
      REFLECT FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH  10
      AND  3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       48
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,629          0***      254,500         1,629          0***      254,500
      2             9,686            4,916        844***      259,000         4,916        844***      259,000
      3            14,896            8,031      4,468         263,500         8,031      4,468         263,500
      4            20,365           11,016      7,962         268,000        11,016      7,962         268,000
      5            26,109           13,896     11,351         272,500        13,896     11,351         272,500
 
      6            32,139           16,688     14,652         277,000        16,688     14,652         277,000
      7            38,471           19,398     17,871         281,500        19,398     17,871         281,500
      8            45,120           22,041     21,023         286,000        22,041     21,023         286,000
      9            52,101           24,609     24,100         290,500        24,609     24,100         290,500
     10            59,431           27,086     27,086         295,000        27,086     27,086         295,000
 
     11            67,127           29,718     29,718         299,500        28,622     28,622         299,500
     12            75,208           32,159     32,159         304,000        29,885     29,885         304,000
     13            83,694           34,376     34,376         308,500        30,859     30,859         308,500
     14            92,604           36,367     36,367         313,000        31,507     31,507         313,000
     15           101,959           38,128     38,128         317,500        31,792     31,792         317,500
 
     16           111,782           39,511     39,511         322,000        31,663     31,663         322,000
     17           122,096           40,647     40,647         326,500        31,071     31,071         326,500
     18           132,926           41,525     41,525         331,000        29,940     29,940         331,000
     19           144,297           42,123     42,123         335,500        28,184     28,184         335,500
     20           156,237           42,423     42,423         340,000        25,714     25,714         340,000
 
     25           225,511           37,048     37,048         362,500             -          -               0
     35           313,924           14,078     14,078         385,000             0          0               0
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $2,361 IN YEAR ONE AND $5,595 IN YEAR TWO. THESE  VALUES
      REFLECT  FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH 10
      AND 3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN  BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       49
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,746          0***      254,500         1,746          0***      254,500
      2             9,686            5,353      1,281***      259,000         5,353      1,281***      259,000
      3            14,896            8,995      5,432         263,500         8,995      5,432         263,500
      4            20,365           12,717      9,663         268,000        12,717      9,663         268,000
      5            26,109           16,548     14,003         272,500        16,548     14,003         272,500
 
      6            32,139           20,509     18,473         277,000        20,509     18,473         277,000
      7            38,471           24,612     23,085         281,500        24,612     23,085         281,500
      8            45,120           28,880     27,862         286,000        28,880     27,862         286,000
      9            52,101           33,312     32,803         290,500        33,312     32,803         290,500
     10            59,431           37,901     37,901         295,000        37,901     37,901         295,000
 
     11            67,127           42,921     42,921         299,500        41,837     41,837         299,500
     12            75,208           48,033     48,033         304,000        45,731     45,731         304,000
     13            83,694           53,210     53,210         308,500        49,564     49,564         308,500
     14            92,604           58,458     58,458         313,000        53,305     53,305         313,000
     15           101,959           63,777     63,777         317,500        56,916     56,916         317,500
 
     16           111,782           69,039     69,039         322,000        60,350     60,350         322,000
     17           122,096           74,366     74,366         326,500        63,557     63,557         326,500
     18           132,926           79,757     79,757         331,000        66,463     66,463         331,000
     19           144,297           85,202     85,202         335,500        68,986     68,986         335,500
     20           156,237           90,693     90,693         340,000        71,036     71,036         340,000
 
     25           225,511          117,175    117,175         362,500        70,404     70,404         362,500
     35           313,924          138,179    138,179         385,000        31,287     31,287         385,000
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $2,478 IN YEAR ONE AND $6,032 IN YEAR TWO. THESE  VALUES
      REFLECT  FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH 10
      AND 3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN  BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       50
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                           GUARANTEE PERIOD: 10 YEARS
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                       GUARANTEED CHARGES**
                PREMIUMS       --------------------------------------   --------------------------------------
  END OF      ACCUMULATED                       CASH
  POLICY     AT 5% INTEREST       CASH        SURRENDER      DEATH         CASH        SURRENDER      DEATH
   YEAR         PER YEAR          VALUE         VALUE       BENEFIT        VALUE         VALUE       BENEFIT
  -------   ----------------   -----------   -----------   ----------   -----------   -----------   ----------
  <S>       <C>                <C>           <C>           <C>          <C>           <C>           <C>
      1             4,725            1,863          0***      254,500         1,863          0***      254,500
      2             9,686            5,805      1,733***      259,000         5,805      1,733***      259,000
      3            14,896           10,029      6,466         263,500        10,029      6,466         263,500
      4            20,365           14,611     11,557         268,000        14,611     11,557         268,000
      5            26,109           19,618     17,073         272,500        19,618     17,073         272,500
 
      6            32,139           25,111     23,075         277,000        25,111     23,075         277,000
      7            38,471           31,152     29,625         281,500        31,152     29,625         281,500
      8            45,120           37,815     36,797         286,000        37,815     36,797         286,000
      9            52,101           45,162     44,653         290,500        45,162     44,653         290,500
     10            59,431           53,252     53,252         295,000        53,252     53,252         295,000
 
     11            67,127           62,461     62,461         299,500        61,416     61,416         299,500
     12            75,208           72,536     72,536         304,000        70,272     70,272         304,000
     13            83,694           83,549     83,549         308,500        79,898     79,898         308,500
     14            92,604           95,617     95,617         313,000        90,367     90,367         313,000
     15           101,959          108,867    108,867         317,500       101,766    101,766         317,500
 
     16           111,782          123,335    123,335         322,000       114,191    114,191         322,000
     17           122,096          139,283    139,283         326,500       127,759    127,759         326,500
     18           132,926          156,899    156,899         331,000       142,593    142,593         331,000
     19           144,297          176,385    176,385         335,500       158,844    158,844         335,500
     20           156,237          197,974    197,974         348,109       176,698    176,698         340,000
 
     25           225,511          340,685    340,685         531,980       294,635    294,635         460,073
     35           313,924          561,701    561,701         791,523       466,175    466,175         656,912
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 ***  IF YOU SURRENDER  YOUR POLICY DURING  THE FIRST TWO  POLICY YEARS, YOU  WILL
      RECEIVE  A REFUND IN ADDITION TO THE  CASH VALUES SHOWN. THE REFUND PLUS THE
      CASH VALUE WOULD BE $2,596 IN YEAR ONE AND $6,484 IN YEAR TWO. THESE  VALUES
      REFLECT  FRONT-END SALES LOADS OF  50% IN YEAR 1, 11%  IN YEARS 2 THROUGH 10
      AND 3%  THEREAFTER.  THE SURRENDER  CHARGE  EFFECTIVE  IN ANY  YEAR  CAN  BE
      DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.
</TABLE>
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       51
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,200            3,169      2,769       250,000         3,169      2,769       250,000
      2             8,610            6,361      6,006       250,000         5,932      5,576       250,000
      3            13,241            9,381      9,070       250,000         8,589      8,278       250,000
      4            18,103           12,273     12,003       250,000        11,138     10,872       250,000
      5            23,208           15,067     14,844       250,000        13,574     13,351       250,000
 
      6            28,568           17,780     17,603       250,000        15,884     15,706       250,000
      7            34,196           20,422     20,289       250,000        18,062     17,929       250,000
      8            40,106           23,008     22,919       250,000        20,094     20,006       250,000
      9            46,312           25,529     25,485       250,000        21,969     21,924       250,000
     10            52,827           27,976     27,976       250,000        23,670     23,670       250,000
 
     11            59,669           30,273     30,273       250,000        25,185     25,185       250,000
     12            66,852           32,416     32,416       250,000        26,503     26,503       250,000
     13            74,395           34,379     34,379       250,000        27,617     27,617       250,000
     14            82,314           36,168     36,168       250,000        28,506     28,506       250,000
     15            90,630           37,782     37,782       250,000        29,148     29,148       250,000
 
     16            99,361           39,109     39,109       250,000        29,517     29,517       250,000
     17           108,530           40,264     40,264       250,000        29,583     29,583       250,000
     18           118,156           41,244     41,244       250,000        29,304     29,304       250,000
     19           128,264           42,039     42,039       250,000        28,631     28,631       250,000
     20           138,877           42,640     42,640       250,000        27,516     27,516       250,000
 
     25           200,454           41,273     41,273       250,000        13,475     13,475       250,000
     35           279,043           29,429     29,429       250,000             0          0             0
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       52
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,200            3,380      2,980       250,000         3,380      2,769       250,000
      2             8,610            6,984      6,628       250,000         6,541      5,576       250,000
      3            13,241           10,621     10,310       250,000         9,779      8,278       250,000
      4            18,103           14,336     14,070       250,000        13,093     10,872       250,000
      5            23,208           18,163     17,941       250,000        16,480     13,351       250,000
 
      6            28,568           22,125     21,947       250,000        19,932     15,706       250,000
      7            34,196           26,235     26,102       250,000        23,444     17,929       250,000
      8            40,106           30,516     30,427       250,000        27,007     20,006       250,000
      9            46,312           34,968     34,924       250,000        30,610     21,924       250,000
     10            52,827           39,589     39,589       250,000        34,241     34,241       250,000
 
     11            59,669           44,313     44,313       250,000        37,891     37,891       250,000
     12            66,852           49,143     49,143       250,000        41,552     41,552       250,000
     13            74,395           54,063     54,063       250,000        45,221     45,221       250,000
     14            82,314           59,083     59,083       250,000        48,881     48,881       250,000
     15            90,630           64,213     64,213       250,000        52,519     52,519       250,000
 
     16            99,361           69,363     69,363       250,000        56,112     56,112       250,000
     17           108,530           74,644     74,644       250,000        59,641     59,641       250,000
     18           118,156           80,064     80,064       250,000        63,074     63,074       250,000
     19           128,264           85,631     85,631       250,000        66,375     66,375       250,000
     20           138,877           91,354     91,354       250,000        69,510     69,510       250,000
 
     25           200,454          121,950    121,950       250,000        81,501     81,501       250,000
     35           279,043          156,846    156,846       250,000        80,759     80,759       250,000
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       53
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                          DEATH BENEFIT OPTION: LEVEL
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,000 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1              4200            3,591      3,191        250000         3,591      3,191       250,000
      2              8610            7,632      7,277        250000         7,177      6,821       250,000
      3             13241           11,964     11,653        250000        11,071     10,760       250,000
      4             18103           16,662     16,396        250000        15,303     15,036       250,000
      5             23208           21,797     21,575        250000        19,904     19,682       250,000
 
      6             28568           27,434     27,256        250000        24,902     24,725       250,000
      7             34196           33,635     33,502        250000        30,335     30,202       250,000
      8             40106           40,476     40,387        250000        36,239     36,150       250,000
      9             46312           48,019     47,975        250000        42,655     42,610       250,000
     10             52827           56,330     56,330        250000        49,631     49,631       250,000
 
     11             59669           65,425     65,425        250000        57,226     57,226       250,000
     12             66852           75,392     75,392        250000        65,505     65,505       250,000
     13             74395           86,314     86,314        250000        74,553     74,553       250,000
     14             82314           98,312     98,312        250000        84,454     84,454       250,000
     15             90630          111,522    111,522        250000        95,310     95,310       250,000
 
     16             99361          126,021    126,021        250000       107,234    107,234       250,000
     17            108530          141,984    141,984       270,088       120,365    120,365       250,000
     18            118156          159,409    159,409       295,216       134,859    134,859       250,000
     19            128264          178,423    178,423       321,872       150,716    150,716       250,000
     20            138877          199,168    199,168       350,210       167,837    167,837       250,000
 
     25            200454          333,820    333,820       521,260       275,617    275,617       430,376
     35            279043          537,823    537,823       757,875       429,094    429,094       604,659
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTACT  WOULD ALSO BE  DIFFERENT
FROM  THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       54
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,725            3,645      3,195       253,645         3,645      3,195       253,645
      2             9,686            7,298      6,898       257,298         6,859      6,459       256,859
      3            14,896           10,759     10,409       260,759         9,947      9,597       259,947
      4            20,365           14,073     13,773       264,073        12,905     12,605       262,905
      5            26,109           17,268     17,018       267,268        15,727     15,477       265,727
 
      6            32,139           20,366     20,166       270,366        18,400     18,200       268,400
      7            38,471           23,372     23,222       273,372        20,915     20,765       270,915
      8            45,120           26,303     26,203       276,303        23,256     23,156       273,256
      9            52,101           29,152     29,102       279,152        25,407     25,357       275,407
     10            59,431           31,906     31,906       281,906        27,352     27,352       277,352
 
     11            67,127           34,478     34,478       284,478        29,075     29,075       279,075
     12            75,208           36,861     36,861       286,861        30,563     30,563       280,563
     13            83,694           39,025     39,025       289,025        31,806     31,806       281,806
     14            92,604           40,972     40,972       290,972        32,783     32,783       282,783
     15           101,959           42,701     42,701       292,701        33,471     33,471       283,471
 
     16           111,782           44,078     44,078       295,078        33,838     33,838       283,838
     17           122,096           45,240     45,240       295,240        33,857     33,857       283,857
     18           132,926           46,181     46,181       296,181        33,483     33,483       283,483
     19           144,297           46,890     46,890       296,890        32,668     32,668       282,668
     20           156,237           47,358     47,358       297,358        31,369     31,369       281,369
 
     25           225,511           44,420     44,420       294,420        16,281     16,281       266,281
     35           313,924           29,833     29,833       279,833             0          0             0
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES  REFLECT  FRONT-END  SALES LOADS  OF  0%  IN ALL  YEARS  .  THE
SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH
SURRENDER VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE  SHOWN,  DEPENDING  ON THE  INVESTMENT  ALLOCATIONS MADE  TO  THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       55
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,725            3,885      3,435       253,885         3,885      3,435       253,885
      2             9,686            8,007      7,607       258,007         7,553      7,153       257,553
      3            14,896           12,171     11,821       262,171        11,305     10,955       261,305
      4            20,365           16,420     16,120       266,420        15,136     14,836       265,136
      5            26,109           20,787     20,537       270,787        19,043     18,793       269,043
 
      6            32,139           25,295     25,095       275,295        23,012     22,812       273,012
      7            38,471           29,956     29,806       279,956        27,034     26,884       277,034
      8            45,120           34,793     34,693       284,793        31,093     30,993       281,093
      9            52,101           39,804     39,754       289,804        35,172     35,122       285,172
     10            59,431           44,981     44,981       294,981        39,251     39,251       289,251
 
     11            67,127           50,241     50,241       300,241        43,311     43,311       293,311
     12            75,208           55,578     55,578       305,578        47,332     47,332       297,332
     13            83,694           60,959     60,959       310,959        51,302     51,302       301,302
     14            92,604           66,388     66,388       316,388        55,189     55,189       305,189
     15           101,959           71,859     71,859       321,859        58,963     58,963       308,963
 
     16           111,782           77,234     77,234       327,234        62,581     62,581       312,581
     17           122,096           82,643     82,643       332,643        66,004     66,004       316,004
     18           132,926           88,079     88,079       338,079        69,171     69,171       319,171
     19           144,297           93,527     93,527       343,527        72,014     72,014       322,014
     20           156,237           98,976     98,976       348,976        74,469     74,469       324,469
 
     25           225,511          124,243    124,243       374,243        78,534     78,534       328,534
     35           313,924          141,839    141,839       391,839        58,468     58,468       308,468
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO  FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTACT  WOULD ALSO BE  DIFFERENT
FROM  THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       56
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                 DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,500 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,725            4,125      3,675       254,125         4,125      3,675       254,125
      2             9,686            8,745      8,345       258,745         8,278      7,878       258,278
      3            14,896           13,699     13,349       263,699        12,779     12,429       262,779
      4            20,365           19,065     18,765       269,065        17,658     17,358       267,658
      5            26,109           24,913     24,663       274,913        22,944     22,694       272,944
 
      6            32,139           31,314     31,114       281,314        28,665     28,465       278,665
      7            38,471           38,330     38,180       288,330        34,851     34,701       284,851
      8            45,120           46,040     45,940       296,040        41,532     41,432       291,532
      9            52,101           54,506     54,456       304,506        48,740     48,690       298,740
     10            59,431           63,791     63,791       313,791        56,507     56,507       306,507
 
     11            67,127           73,886     73,886       323,886        64,872     64,872       314,872
     12            75,208           84,863     84,863       334,863        73,876     73,876       323,876
     13            83,694           96,778     96,778       346,778        83,574     83,574       333,574
     14            92,604          109,728    109,728       359,728        94,007     94,007       344,007
     15           101,959          123,811    123,811       373,811       105,225    105,225       355,225
 
     16           111,782          139,001    139,001       389,001       117,269    117,269       367,269
     17           122,096          155,550    155,550       405,550       130,189    130,189       380,189
     18           132,926          173,588    173,588       423,588       144,022    144,022       394,022
     19           144,297          193,253    193,253       443,253       158,805    158,805       408,805
     20           156,237          214,700    214,700       464,700       174,583    174,583       424,583
 
     25           225,511          353,605    353,605       603,605       270,448    270,448       520,448
     35           313,924          564,675    564,675       814,675       398,231    398,231       648,231
 
   *  THESE VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE  VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN  THIS
PROSPECTUS  ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE  FOR
A  POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT  VALUE AND CASH  SURRENDER VALUE FOR  A CONTACT WOULD  ALSO BE DIFFERENT
FROM THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       57
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,300 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,515            3,452      3,022       254,300         3,452      3,022       254,300
      2             9,256            6,912      6,530       258,600         6,470      6,088       258,600
      3            14,234           10,181      9,846       262,900         9,360      9,025       262,900
      4            19,460           13,301     13,014       267,200        12,116     11,830       267,200
      5            24,948           16,301     16,062       271,500        14,730     14,492       271,500
 
      6            30,711           19,200     19,009       275,800        17,187     16,996       275,800
      7            36,761           22,005     21,861       280,100        19,475     19,332       280,100
      8            43,114           24,732     24,636       284,400        21,574     21,479       284,400
      9            49,785           27,372     27,325       288,700        23,466     23,418       288,700
     10            56,789           29,911     29,911       293,000        25,127     25,127       293,000
 
     11            64,144           32,258     32,258       297,300        26,536     26,536       297,300
     12            71,866           34,399     34,399       301,600        27,671     27,671       301,600
     13            79,974           36,299     36,299       305,900        28,515     28,515       305,900
     14            88,488           37,957     37,957       310,200        29,035     29,035       310,200
     15            97,427           39,366     39,366       314,500        29,193     29,193       314,500
 
     16           106,814           40,370     40,370       318,800        28,941     28,941       318,800
     17           116,669           41,111     41,111       323,100        28,231     28,231       323,100
     18           127,018           41,576     41,576       327,400        26,987     26,987       327,400
     19           137,884           41,742     41,742       331,700        25,128     25,128       331,700
     20           149,293           41,590     41,590       336,000        22,567     22,567       336,000
 
     25           215,488           33,464     33,464       357,500             0          0             0
     35           299,971            6,350      6,350       379,000             0          0             0
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT  VALUE AND CASH  SURRENDER VALUE FOR  A CONTACT WOULD  ALSO BE DIFFERENT
FROM THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  0%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       58
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,300 SCHEDULED PREMIUM
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,515            3,680      3,250       254,300         3,680      3,250       254,300
      2             9,256            7,587      7,205       258,600         7,131      6,749       258,600
      3            14,234           11,524     11,190       262,900        10,652     10,317       262,900
      4            19,460           15,536     15,249       267,200        14,239     13,952       267,200
      5            24,948           19,654     19,415       271,500        17,885     17,647       271,500
 
      6            30,711           23,901     23,710       275,800        21,579     21,388       275,800
      7            36,761           28,290     28,147       280,100        25,308     25,165       280,100
      8            43,114           32,843     32,747       284,400        29,055     28,960       284,400
      9            49,785           37,558     37,511       288,700        32,802     32,755       288,700
     10            56,789           42,429     42,429       293,000        36,526     36,526       293,000
 
     11            64,144           47,372     47,372       297,300        40,205     40,205       297,300
     12            71,866           52,381     52,381       301,600        43,818     43,818       301,600
     13            79,974           57,425     57,425       305,900        47,346     47,346       305,900
     14            88,488           62,508     62,508       310,200        50,755     50,755       310,200
     15            97,427           67,626     67,626       314,500        54,009     54,009       314,500
 
     16           106,814           72,642     72,642       318,800        57,056     57,056       318,800
     17           116,669           77,687     77,687       323,100        59,846     59,846       323,100
     18           127,018           82,755     82,755       327,400        62,304     62,304       327,400
     19           137,884           87,832     87,832       331,700        64,345     64,345       331,700
     20           149,293           92,909     92,909       336,000        65,878     65,878       336,000
 
     25           215,488          116,368    116,368       357,500        62,038     62,038       357,500
     35           299,971          131,965    131,965       379,000        18,269     18,269       379,000
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH  BENEFIT,
ACCOUNT  VALUE AND CASH  SURRENDER VALUE FOR  A CONTACT WOULD  ALSO BE DIFFERENT
FROM THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE  SEPARATE
ACCOUNTS  AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE  TO THE  POLICY AVERAGED  6%, BUT  VARIED ABOVE  OR
BELOW  THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR  SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       59
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                    FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
                    DEATH BENEFIT OPTION: RETURN OF PREMIUM
                            GUARANTEE PERIOD: 1 YEAR
                              $250,000 FACE AMOUNT
                          ISSUE AGE 45 MALE PREFERRED
                            $4,300 SCHEDULED PREMIUM
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                     GUARANTEED CHARGES**
                PREMIUMS       ------------------------------------   ------------------------------------
  END OF      ACCUMULATED                      CASH
  POLICY     AT 5% INTEREST       CASH       SURRENDER     DEATH         CASH       SURRENDER     DEATH
   YEAR         PER YEAR          VALUE        VALUE      BENEFIT        VALUE        VALUE      BENEFIT
  -------   ----------------   -----------   ---------   ----------   -----------   ---------   ----------
  <S>       <C>                <C>           <C>         <C>          <C>           <C>         <C>
      1             4,515            3,909      3,479       254,300         3,909      3,479       254,300
      2             9,256            8,289      7,907       258,600         7,820      7,438       258,600
      3            14,234           12,979     12,645       262,900        12,054     11,720       262,900
      4            19,460           18,056     17,769       267,200        16,639     16,352       267,200
      5            24,948           23,589     23,350       271,500        21,603     21,364       271,500
 
      6            30,711           29,648     29,456       275,800        26,972     26,781       275,800
      7            36,761           36,294     36,151       280,100        32,778     32,635       280,100
      8            43,114           43,608     43,512       284,400        39,052     38,957       284,400
      9            49,785           51,652     51,605       288,700        45,829     45,781       288,700
     10            56,789           60,492     60,492       293,000        53,146     53,146       293,000
 
     11            64,144           70,129     70,129       297,300        61,049     61,049       297,300
     12            71,866           80,646     80,646       301,600        69,593     69,593       301,600
     13            79,974           92,114     92,114       305,900        78,844     78,844       305,900
     14            88,488          104,650    104,650       310,200        88,869     88,869       310,200
     15            97,427          118,379    118,379       314,500        99,741     99,741       314,500
 
     16           106,814          133,337    133,337       318,800       111,544    111,544       319,800
     17           116,669          149,793    149,793       323,100       124,378    124,378       323,100
     18           127,018          167,931    167,931       327,400       138,349    138,349       327,400
     19           137,884          187,951    187,951       331,700       153,585    153,585       331,700
     20           149,293          209,902    209,902       336,000       170,246    170,246       336,000
 
     25           215,488          352,387    352,387       357,500       279,784    279,784       357,500
     35           299,971          568,266    568,266       379,000       437,080    437,080       379,000
 
   *  THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
  **  THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
      RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
</TABLE>
 
    THESE VALUES REFLECT FRONT-END SALES LOADS OF 0% IN ALL YEARS. THE SURRENDER
CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY SUBTRACTING THE CASH SURRENDER
VALUE FROM THE ACCOUNT VALUE.
 
    THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES WILL
DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY  WOULD  BE DIFFERENT  FROM  THOSE  SHOWN IF  ACTUAL  INVESTMENT  RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE  OR BELOW  THAT AVERAGE  FOR INDIVIDUAL  POLICY YEARS.  THE DEATH BENEFIT,
ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTACT  WOULD ALSO BE  DIFFERENT
FROM  THOSE SHOWN, DEPENDING ON THE  INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES  OF
INVESTMENT  RETURN APPLICABLE  TO THE POLICY  AVERAGED 12%, BUT  VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE  THAT
THIS  HYPOTHETICAL RATE OF RETURN CAN BE  ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
 
                                       60
<PAGE>

                            PART I. FINANCIAL INFORMATION

Item 1.

                                 FINANCIAL STATEMENTS

The following unaudited financial statements, reflect, in the opinion of
management, all adjustments (which include only normal recurring adjustments)
necessary to present fairly the financial position, the results of operations
and the cash flows for the periods presented.  Certain reclassifications of
prior year results were made to conform to current presentation.  Interim
results are not indicative of the results which may be expected for any other
interim period or the full year.  For a description of accounting policies, see
Notes to Consolidated Financial Statements in the 1995 Form 10-K.


                   HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                          CONSOLIDATED STATEMENTS OF INCOME
                                    (In Millions)

<TABLE>
<CAPTION>

                                                                      Quarter Ended              Six Months Ended
                                                                         June 30,                     June 30,
                                                                         --------                     --------
                                                                 1996           1995           1996           1995
                                                                 ----           ----           ----           ----
                                                                      (unaudited)                   (unaudited)
<S>                                                            <C>            <C>            <C>           <C>    
Revenues:

Premiums and other considerations                              $  299         $  270         $  943        $   720
Net investment income                                             318            336            651            675
Net realized losses on investments                                (1)            (7)            (1)            (6)
                                                                -----          -----          -----          -----
                                                                  616            599          1,593          1,389
                                                                -----          -----          -----          -----

Benefits, Claims and Expenses:

Benefits, claims and claim adjustment expenses                    392            350            788            716
Amortization of deferred policy acquisition costs                  63             50            129             92
Dividends to policyholders                                         61             69            347            297
Other insurance expenses                                           34             85            198            193
                                                                -----          -----          -----          -----
                                                                  550            554          1,462          1,298
                                                                -----          -----          -----          -----

Income Before Income Tax                                           66             45            131             91
Income tax expense                                                 23             15             45             30
                                                                -----          -----          -----          -----

Net Income                                                     $   43         $   30         $   86         $   61
                                                                -----          -----          -----          -----
                                                                -----          -----          -----          -----

</TABLE>

                                         (3)

<PAGE>

                   HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                             CONSOLIDATED BALANCE SHEETS
                                    (In Millions)


                                                        June 30, December 31, 
                                                          1996        1995    
                                                        --------   -----------
                                                      (unaudited)

                      Assets:


Investments:                                       
Fixed maturities, available for sale, at fair value   $   13,683    $   14,400
Equity securities, at fair value                              65            63
Mortgage loans, at outstanding principal balance              57           265
Policy loans, at outstanding balance                       3,756         3,381
Other investments                                             99           156
                                                          ------        ------
                                                           17660        18,265

Cash                                                          46            46
Premiums and amounts receivable                              121           165
Reinsurance recoverable                                    6,696         6,221
Accrued investment income                                    399           394
Deferred policy acquisition costs                          2,488         2,188
Deferred income tax                                          601           420
Other assets                                                 205           234
Separate account assets                                   42,569        36,264
                                                          ------        ------
                                                      $   70,785    $   64,197
                                                          ------        ------
                                                          ------        ------

          Liabilities and Stockholder's Equity


Future policy benefits                                 $   2,677     $   2,373
Other policyholder funds                                  22,570        22,598
Other liabilities                                          1,294         1,233
Separate account liabilities                              42,569        36,264
                                                          ------        ------
                                                          69,110        62,468
                                                          ------        ------

Common stock - authorized 1,000 shares, $5,690 par value,
Issued and outstanding 1,000 shares                            6             6
Capital surplus                                            1,045         1,007
Unrealized loss on investments, net of tax                  (235)          (57)
Retained earnings                                            859           773
                                                          ------        ------
                                                           1,675         1,729
                                                          ------        ------
                                                      $   70,785    $   64,197
                                                          ------        ------
                                                          ------        ------


                                         (4)

<PAGE>

                   HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (In Millions)

                                                                 Six Months
                                                                Ended June 30,
                                                                --------------
                                                            1996          1995
                                                            ----          ----
                                                                 (unaudited)

Operating Activities:
Net Income                                                $   86        $   61
Adjustments to net income:                            
Net realized investment losses before tax                      1             4
Net policyholder investment (gains) losses before tax         (4)            2
Net deferred policy acquisition costs                       (300)         (181)
Net amortization of premium on fixed maturities                7             7
Deferred income tax benefits                                 (88)         (120)
Decrease in premiums and amounts receivable                   20             3
Decrease (increase) in other assets                           26           (33)
Increase in reinsurance recoverable                         (264)          (60)
Increase in liability for future policy benefits             304           354
Increase in other liabilities                                150            57
(Increase) decrease in accrued investment income              (5)            7
                                                            ----          ----
Cash (Used For) Provided By Operating Activities             (67)          101
                                                            ----          ----

Investing Activities:
Purchases of fixed maturity investments                   (2,717)       (2,150)
Proceeds from sales of fixed maturity investments          1,348         2,835
Maturities and principal paydowns of long-term investments 1,469           574
Net purchases of other investments                          (116)       (1,240)
Net sales (purchases) of short-term investments              232          (894)
                                                            ----          ----
Cash Provided By (Used For) Investing Activities             216          (875)
                                                            ----          ----

Financing Activities:
Net (disbursements) receipts for investment and 
  UL-type contracts (debited)                   
  credited to policyholder account balances                 (187)          837
Capital contributions                                         38            --
                                                            ----          ----
Cash (Used For) Provided By Financing Activities            (149)          837
                                                            ----          ----


Net Increase In Cash                                          --            63
Cash at beginning of period                                   46            20
                                                            ----          ----
Cash At End Of Period                                     $   46        $   83
                                                            ----          ----
                                                            ----          ----

                                         (5)

<PAGE>

                     Item  2. MANAGEMENT'S  NARRATIVE ANALYSIS OF
                                RESULTS OF OPERATIONS
                                    (In Millions)

                         Quarter Ended June 30, 1996 and 1995


<TABLE>
<CAPTION>

                                              ILAD               AMS            SPECIALTY          RUNOFF           TOTAL
                                              ----               ---            ---------          ------           -----
                                        1996     1995     1996     1995     1996     1995     1996     1995     1996     1995
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
<S>                                     <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C> 

Revenues                                $252     $218     $100      $90     $210     $199      $54      $92     $616     $599
Benefits, Claims, Expenses and Taxes     204      186       96       85      204      193       69      105      573      569
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
Net Income  (Loss)                       $48      $32       $4       $5       $6       $6    $(15)    $(13)      $43      $30
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----

</TABLE>


    Individual Life and Annuity Division (ILAD)

    The premiums, investment income, management and maintenance fees and
    cost of insurance associated with this growing asset base continue to
    be the source of ILAD's increased revenues, up 16% from prior year.
    New deposits of fixed and variable annuities in the three months ended
    June 30, 1996 were approximately $2.7 billion, an increase of over 90%
    from prior year sales or $1.4 billion, but are not reported as
    revenues.   Net income, up 50% from the same period last year,
    continues to grow as earnings are generated from an existing asset
    base.  Revenue, new deposit, and net income increases are all
    indicative of exceptionally strong, stable growth. 

    Asset Management Services  (AMS)

    Continuing to be an industry leader in deferred compensation products,
    revenues in this segment  grew by approximately 14% over the same
    period last year.  Included in 1995 results is a one time benefit of
    approximately $2 million.  Excluding this benefit, net income rose 33%
    over prior year.  Asset Management Services is currently engaged in a
    restructuring process that is anticipated to result in new product
    development as well as expense reductions. 

    Specialty 

    Net Income in the Specialty segment  held  steady in the second
    quarter as compared to the same period last year.  In August of 1996,
    Congress passed COLI legislation which provides for a three year
    phase-out of the interest deduction on loans.  It is expected that the
    President will sign this bill. In anticipation of unfavorable tax
    legislation there were no new deposits of leveraged COLI, but new
    products, such as variable COLI and other non-qualified deferred
    compensation vehicles, and new international ventures are being
    developed to mitigate lost earnings due to leveraged COLI. 

    Runoff

    The Runoff segment consists of a closed block of guaranteed rate
    contracts (GRC) formerly part of the AMS segment of business.  GRC
    results have been negatively affected by lower investment earnings on
    mortgaged-backed securities due to prepayments experienced in excess
    of assumed levels.  Hartford Life Insurance Company (HLIC) is
    considering portfolio management strategies which may accelerate the
    recognition of the closed book GRC loss as disclosed in HLIC's 1995
    Form 10K Annual Report.

                                         (6)

<PAGE>

                     Item  2. MANAGEMENT'S  NARRATIVE ANALYSIS OF
                                RESULTS OF OPERATIONS
                                    (In Millions)


                       Six Months Ended June 30, 1996 and 1995

<TABLE>
<CAPTION>

                                              ILAD               AMS            SPECIALTY          RUNOFF           TOTAL
                                              ----               ---            ---------          ------           -----
                                        1996     1995     1996     1995     1996     1995     1996     1995     1996     1995
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
<S>                                     <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C>      <C> 

Revenues                                $524     $407     $200     $196     $753     $593     $116     $193   $1,593   $1,389
Benefits, claims, expenses and taxes     430      340      192      187      739      582      146      219    1,507    1,328
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
Net income  (loss)                      $ 94      $67       $8       $9      $14      $11    $(30)    $(26)      $86      $61
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----
                                        ----     ----     ----     ----     ----     ----     ----     ----     ----     ----

</TABLE>

    Individual Life and Annuity Division (ILAD)

    Growth in fixed and variable annuity sales, as well as several
    assumption reinsurance transactions in the last several years have
    increased the assets under management in this segment to approximately
    $39 billion through June 1996. The premiums, investment income,
    management and maintenance fees and cost of insurance associated with
    this growing asset base continue to be the source of ILAD's increased
    revenues.  New deposits of fixed and variable annuities in the first
    six months of 1996 were approximately $5 billion, but are not reported
    as revenues, an increase over prior year sales of  $1.5 billion or
    42%. 

    Asset Management Services (AMS)

    This segment is one of the top providers of deferred compensation
    products in the country.  Net income  increased by 14% over prior
    year, excluding a one time benefit of approximately $2 million in
    1995.  Asset Management services is currently engaged in a
    restructuring process that is anticipated to result in new product
    development as well as expense reductions. 

    Specialty

    Increased net income in the Specialty segment is attributable to net
    investment income and other revenues on the existing block of
    corporate owned life insurance (COLI) business.  In August of 1996
    Congress passed COLI legislation which provides for a three year
    phase-out of the interest deduction on loans.  It is anticipated that
    the President will sign this bill.  Although there were no new
    deposits of leveraged COLI in the first half of 1996, new products,
    including variable COLI and other non-qualified deferred compensation
    vehicles, are being developed.  Also, expansion into new international
    ventures should further mitigate the earnings lost due to leveraged
    COLI.  

    Runoff

    The Runoff segment consists of a closed block of guaranteed rate
    contracts (GRC) formerly part of the AMS segment of business.  GRC
    results have been negatively affected by lower investment earnings on
    mortgaged-backed securities due to prepayments experienced in excess
    of assumed levels.  Hartford Life Insurance Company (HLIC) is
    considering portfolio management strategies which may accelerate the
    recognition of the closed book GRC loss as disclosed in HLIC's 1995
    Form 10K Annual Report.

                                         (7)
<PAGE>

                           ARTHUR ANDERSEN LLP


                    REPORT OF INDEPENDENT ACCOUNTANTS
                    ---------------------------------

To the Board of Directors of ITT 
   Hartford Life and Annuity Insurance Company:

We have audited the accompanying statutory balance sheets of ITT Hartford 
Life and Annuity Insurance Company (a Wisconsin corporation and wholly-owned 
subsidiary of Hartford Life Insurance Company) (the Company) as of December 
31, 1995 and 1994, and the related statutory statements of income, changes in 
capital and surplus, and cash flows for each of the three years in the period 
ended December 31, 1995. These financial statements are the responsibility of 
the Company's management. Our responsibility is to express an opinion on 
these statutory-basis financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free 
of material misstatement. An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements. 
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe that our audits provide a 
reasonable basis for our opinion.

The Company presents its financial statements in conformity with statutory 
accounting practices as described in Note 1 of notes to statutory financial 
statements. When statutory financial statements are presented for purposes 
other than for filing with a regulatory agency, generally accepted auditing 
standards require that an auditors' report on them state whether they are 
presented in conformity with generally accepted accounting principles. The 
accounting practices used by the Company vary from generally accepted 
accounting principles as explained and quantified in Note 1. In our opinion, 
because the differences in accounting practices as described in Note 1 are 
material, the statutory financial statements referred to above do not present 
fairly, in accordance with generally accepted accounting principles, the 
financial position of the Company as of December 31, 1995 and 1994, and the 
results of its operations and its cash flows for each of the three years in 
the period ended December 31, 1995.

<PAGE>

However, in our opinion, the statutory financial statements referred to above 
present fairly, in all material respects, the financial position of the 
Company as of December 31, 1995 and 1994, and the results of operations and 
its cash flows for each of the three years in the period ended December 31, 
1995 in conformity with statutory accounting practices as described in Note 1.

As discussed in Note 1 of notes to statutory financial statements, the 
Company changed its valuation method in determining aggregate reserves for 
future benefits.


                                             /s/ Arthur Andersen LLP


Hartford, Connecticut
January 24, 1996



<PAGE>
                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                         STATUTORY STATEMENTS OF INCOME
 
<TABLE>
<CAPTION>
                                                                                 FOR THE YEARS ENDED DECEMBER 31,
                                                                            -------------------------------------------
                                                                                1995           1994           1993
                                                                            -------------  -------------  -------------
<S>                                                                         <C>            <C>            <C>
Revenues
  Premiums and Annuity Considerations.....................................  $     165,792  $     442,173  $      14,281
  Annuity and Other Fund Deposits.........................................      1,087,661        608,685      1,986,140
  Net Investment Income...................................................         78,787         29,012          7,970
  Commissions and Expense Allowances on Reinsurance
   Ceded..................................................................        183,380        154,527         60,700
  Reserve Adjustment on Reinsurance Ceded.................................      1,879,785      1,266,926              0
  Other Revenues..........................................................        140,796         41,857        369,598
                                                                            -------------  -------------  -------------
    Total Revenues........................................................      3,536,201      2,543,180      2,438,689
                                                                            -------------  -------------  -------------
Benefits and Expenses
  Death and Annuity Benefits..............................................         53,029          7,948          3,192
  Surrenders and Other Benefit Payments...................................        221,392        181,749          4,955
  Commissions and Other Expenses..........................................        236,202        186,303        132,169
  Increase in Reserves for Future Benefits................................         94,253        416,748          5,120
  Increase in Liability for Premium and Other Deposit Funds...............        460,124        182,934        281,024
  Net Transfers to Separate Accounts......................................      2,414,669      1,541,419      2,013,183
                                                                            -------------  -------------  -------------
    Total Benefits and Expenses...........................................      3,479,669      2,517,101      2,439,643
                                                                            -------------  -------------  -------------
Net Gain (Loss) from Operations before Federal Income Tax Expense.........         56,532         26,079           (954)
  Federal Income Tax Expense..............................................         14,048         24,038         11,270
                                                                            -------------  -------------  -------------
Net Gain (Loss) from Operations...........................................         42,484          2,041        (12,224)
  Net Realized Capital Gains (Losses).....................................            374             (2)           877
                                                                            -------------  -------------  -------------
Net Income (Loss).........................................................  $      42,858  $       2,039  $     (11,347)
                                                                            -------------  -------------  -------------
                                                                            -------------  -------------  -------------
</TABLE>
 
   The accompanying notes are an integral part of these financial statements
 
                                       2
<PAGE>
                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                            STATUTORY BALANCE SHEETS
 
<TABLE>
<CAPTION>
                                                                                                 AS OF DECEMBER 31,
                                                                                            ----------------------------
                                                                                                1995           1994
                                                                                            -------------  -------------
<S>                                                                                         <C>            <C>
Assets
  Bonds...................................................................................  $   1,226,489  $     798,501
  Common Stocks...........................................................................         39,776          2,275
  Policy Loans............................................................................         22,521         20,145
  Cash and Short-Term Investments.........................................................        173,304         84,312
  Other Invested Assets...................................................................         13,432          2,519
                                                                                            -------------  -------------
    Total Cash and Invested Assets........................................................      1,475,522        907,752
                                                                                            -------------  -------------
  Investment Income Due and Accrued.......................................................         18,021         12,757
  Premium Balances Receivable.............................................................            402            467
  Receivables from Affiliates.............................................................          8,182          2,861
  Other Assets............................................................................         25,907         13,749
  Separate Account Assets.................................................................      7,324,910      3,588,077
                                                                                            -------------  -------------
    Total Assets..........................................................................  $   8,852,944  $   4,525,663
                                                                                            -------------  -------------
                                                                                            -------------  -------------
Liabilities
  Aggregate Reserves for Future Benefits..................................................  $     542,082  $     447,284
  Policy and Contract Claims..............................................................          8,223          9,902
  Liability for Premium and Other Deposit Funds...........................................        948,361        479,202
  Asset Valuation Reserve.................................................................          8,010          2,422
  Payable to Affiliates...................................................................          3,682          7,840
  Other Liabilities.......................................................................       (220,658)      (100,349)
  Separate Account Liabilities............................................................      7,324,910      3,588,077
                                                                                            -------------  -------------
    Total Liabilities.....................................................................      8,614,610      4,434,378
                                                                                            -------------  -------------
Capital and Surplus
  Common Stock............................................................................          2,500          2,500
  Gross Paid-In and Contributed Surplus...................................................        226,043        114,109
  Unassigned Funds........................................................................          9,791        (25,324)
                                                                                            -------------  -------------
    Total Capital and Surplus.............................................................        238,334         91,285
                                                                                            -------------  -------------
Total Liabilities and Capital and Surplus.................................................  $   8,852,944  $   4,525,663
                                                                                            -------------  -------------
                                                                                            -------------  -------------
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.
 
                                       3
<PAGE>
                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
             STATUTORY STATEMENTS OF CHANGES IN CAPITAL AND SURPLUS
 
<TABLE>
<CAPTION>
                                                                                      FOR THE YEARS ENDED DECEMBER 31,
                                                                                     ----------------------------------
                                                                                        1995        1994        1993
                                                                                     -----------  ---------  ----------
<S>                                                                                  <C>          <C>        <C>
Capital and Surplus -- Beginning of Year...........................................  $    91,285  $  88,693  $   30,027
                                                                                     -----------  ---------  ----------
  Net Income (Loss)................................................................       42,858      2,039     (11,347)
  Net Unrealized Gains (Losses)....................................................        1,709       (133)     (1,198)
  Change in Asset Valuation Reserve................................................       (5,588)    (1,356)        135
  Change in Non-Admitted Assets....................................................       (1,944)    (8,599)      1,076
  Change in Reserve (calculation basis--see Note 1)................................            0     10,659           0
  Aggregate Write-ins for Surplus (see Note 3).....................................        8,080        (18)          0
  Dividends to Shareholder.........................................................      (10,000)         0           0
  Paid-in Surplus..................................................................      111,934          0      70,000
                                                                                     -----------  ---------  ----------
    Change in Capital and Surplus..................................................      147,049      2,592      58,666
                                                                                     -----------  ---------  ----------
Capital and Surplus -- End of Year.................................................  $   238,334  $  91,285  $   88,693
                                                                                     -----------  ---------  ----------
                                                                                     -----------  ---------  ----------
</TABLE>
 
   The accompanying notes are an integral part of these financial statements
 
                                       4
<PAGE>
                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                       STATUTORY STATEMENTS OF CASH FLOW
                                     ($000)
 
<TABLE>
<CAPTION>
                                                                                 FOR THE YEARS ENDED DECEMBER 31,
                                                                            -------------------------------------------
                                                                                1995           1994           1993
                                                                            -------------  -------------  -------------
<S>                                                                         <C>            <C>            <C>
Operations
  Premiums, Annuity Considerations and Fund Deposits......................  $   1,253,511  $   1,050,493  $   2,000,492
  Investment Income.......................................................         78,328         24,519          5,594
  Other Income............................................................      2,253,466      1,515,700        434,851
                                                                            -------------  -------------  -------------
    Total Income..........................................................      3,585,305      2,590,712      2,440,937
                                                                            -------------  -------------  -------------
  Benefits Paid...........................................................        277,965        181,205          8,215
  Federal Income Taxes Paid on Operations.................................        208,423         20,634          9,666
  Other Expenses..........................................................      2,664,385      1,832,905      2,231,477
                                                                            -------------  -------------  -------------
    Total Benefits and Expenses...........................................      3,150,773      2,034,744      2,249,358
                                                                            -------------  -------------  -------------
    Net Cash From Operations..............................................        434,532        555,968        191,579
                                                                            -------------  -------------  -------------
Proceeds from Investments
  Bonds...................................................................        287,941         87,747         88,334
  Common Stocks...........................................................             52              0              0
  Other...................................................................             28             40         23,638
                                                                            -------------  -------------  -------------
    Net Investment Proceeds...............................................        288,021         87,787        111,972
                                                                            -------------  -------------  -------------
  Tax on Capital Gains....................................................            226            (96)           376
  Paid-in-Surplus.........................................................        111,934              0         70,000
  Other Cash Provided.....................................................         28,199         30,554              0
                                                                            -------------  -------------  -------------
    Total Proceeds........................................................        862,460        674,405        373,175
                                                                            -------------  -------------  -------------
Cost of Investments Acquired
  Bonds...................................................................        720,521        595,181        314,933
  Common Stocks...........................................................         35,794            808            567
  Miscellaneous Applications..............................................          2,146          2,523              0
                                                                            -------------  -------------  -------------
    Total Investments Acquired............................................        758,461        598,512        315,500
                                                                            -------------  -------------  -------------
Other Cash Applied
  Dividends Paid to Stockholder...........................................         10,000              0              0
  Other...................................................................          5,007         24,813         24,626
                                                                            -------------  -------------  -------------
    Total Other Cash Applied..............................................         15,007         24,813         24,626
                                                                            -------------  -------------  -------------
      Total Applications..................................................        773,468        623,325        340,126
                                                                            -------------  -------------  -------------
Net Change in Cash and Short-Term Investments.............................         88,992         51,080         33,049
Cash and Short-Term Investments, Beginning of Year........................         84,312         33,232            183
                                                                            -------------  -------------  -------------
Cash and Short-Term Investments, End of Year..............................  $     173,304  $      84,312  $      33,232
                                                                            -------------  -------------  -------------
                                                                            -------------  -------------  -------------
</TABLE>
 
   The accompanying notes are an integral part of these financial statements.
 
                                       5
<PAGE>
                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1995
                 (AMOUNTS IN THOUSANDS UNLESS OTHERWISE STATED)
 
1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 
ORGANIZATION
 
    ITT  Hartford  Life  and Annuity  Insurance  Company (ILA  or  the Company),
formerly known as ITT Life Insurance  Corporation, is a wholly owned  subsidiary
of  Hartford Life Insurance  Company (HLIC), which is  an indirect subsidiary of
ITT Hartford Group, Inc. (ITT Hartford),  formerly a wholly owned subsidiary  of
ITT Corporation (ITT). On December 19, 1995, ITT Corporation distributed all the
outstanding  shares of ITT  Hartford Group to  ITT shareholders of  record in an
action known herein as the "Distribution". As a result of the Distribution,  ITT
Hartford became an independent, publicly traded company.
 
    ILA  offers  a  complete  line of  ordinary  and  universal  life insurance,
individual annuities  and  certain  supplemental  accident  and  health  benefit
coverages.
 
BASIS OF PRESENTATION
 
    The  accompanying ILA statutory basis  financial statements were prepared in
conformity with statutory  accounting practices prescribed  or permitted by  the
National  Association  of  Insurance  Commissioners  (NAIC)  and  the  Insurance
Department of the State of Wisconsin.
 
    The  preparation  of  financial  statements  in  conformity  with  statutory
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of  assets  and  liabilties  and  disclosure  of
contingent assets and liabilities  at the date of  the financial statements  and
the reported amounts of revenues and expenses during the reported period. Actual
results could differ from those estimates.
 
    Statutory  accounting practices and generally accepted accounting principles
(GAAP) differ  in certain  significant respects.  These differences  principally
involve:
 
    (1)  treatment of  policy acquisition  costs (commissions,  underwriting and
selling expenses,  premium  taxes,  etc.)  which are  charged  to  expense  when
incurred  for  statutory  purposes rather  than  on  a pro-rata  basis  over the
expected life of the policy;
 
    (2) recognition  of  premium  revenues, which  for  statutory  purposes  are
generally  recorded as collected or when due during the premium paying period of
the contract and which for GAAP purposes, generally, for universal life policies
and investment products, are  only recorded for policy  charges for the cost  of
insurance,  policy  administration  and  surrender  charges  assessed  to policy
account balances.  Also,  for  GAAP  purposes,  premiums  for  traditional  life
insurance   policies  are  recognized  as  revenues   when  they  are  due  from
policyholders and the  retrospective deposit  method is used  in accounting  for
universal  life  and  other types  of  contracts  where the  payment  pattern is
irregular  or  surrender  charges  are  a  significant  source  of  profit.  The
prospective  deposit method is  used for GAAP  purposes where investment margins
are the primary source of profit;
 
    (3) development  of  liabilities  for  future  policy  benefits,  which  for
statutory  purposes predominantly  use interest  rate and  mortality assumptions
prescribed by the NAIC which may  vary considerably from interest and  mortality
assumptions used for GAAP financial reporting;
 
    (4)  providing for income taxes based on current taxable income (tax return)
only for  statutory  purposes, rather  than  establishing additional  assets  or
liabilities  for  deferred  Federal income  taxes  to recognize  the  tax effect
related to reporting revenues  and expenses in  different periods for  financial
reporting and tax return purposes;
 
    (5)  excluding certain GAAP assets  designated as non-admitted assets (e.g.,
past due agent's balances  and furniture and equipment)  from the balance  sheet
for statutory purposes by directly charging surplus;
 
    (6)  establishing  accruals for  post-retirement and  post-employment health
care benefits  on an  optional basis,  immediate recognition  or a  twenty  year
phase-in  approach,  whereas  GAAP  liabilities  were  established  at  date  of
adoption;
 
                                       6
<PAGE>
1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)
    (7) establishing a formula reserve for realized and unrealized losses due to
default and equity risk associated with certain invested assets (Asset Valuation
Reserve); as well as the deferral and amortization of realized gains and losses,
motivated by changes in interest rates during the period the asset is held, into
income over  the  remaining  life  to  maturity  of  the  asset  sold  (Interest
Maintenance  Reserve);  whereas on  a  GAAP basis,  no  such formula  reserve is
required and realized gains and losses are recognized in the period the asset is
sold;
 
    (8) the reporting of reserves and  benefits net of reinsurance ceded,  where
risk  transfer has taken place;  whereas on a GAAP  basis, reserves are reported
gross of reinsurance with reserve credits presented as recoverable assets;
 
    (9) the reporting of fixed maturities at amortized cost, where GAAP requires
that fixed maturities be classified as "held-to-maturity",  "available-for-sale"
or  "trading", based  on the Company's  intentions with respect  to the ultimate
disposition of the  security and  its ability  to affect  those intentions.  The
Company's    fixed   maturities   were   classified   on   a   GAAP   basis   as
"available-for-sale" and accordingly, these  investments were reflected at  fair
value  with the  corresponding impact included  as a  component of Stockholder's
Equity designated  as "Unrealized  Gain/Loss on  Investments, Net  of Tax".  For
statutory  reporting  purposes, Net  Unrealized  Loss on  Investments represents
unrealized gains or  losses on  common stock and  other bonds  reported at  fair
value; and
 
    (10)  separate account liabilties  are valued on  the Commissioner's Annuity
Reserve Valuation  Method (CARVM),  with  the surplus  generated recorded  as  a
liability to the general account (and a contra liability on the balance sheet of
the general account), whereas GAAP liabilities are valued at account value.
 
    As  of December 31, 1995, 1994 and 1993, the significant differences between
statutory and GAAP basis net income and capital and surplus for the Company  are
summarized as follows:
 
<TABLE>
<CAPTION>
                                                                                    1995          1994          1993
                                                                                ------------  ------------  ------------
<S>                                                                             <C>           <C>           <C>
GAAP Net Income:..............................................................  $     38,821  $     23,295  $      6,071
  Amortization and deferral of policy acquisition costs.......................      (174,341)     (117,863)     (147,700)
  Benefit reserve adjustment..................................................        31,392        30,912        14,059
  Deferred taxes..............................................................         2,801        (9,267)       (7,123)
  Separate accounts...........................................................       146,635        75,941       110,547
  Coinsurance.................................................................             0         3,472        11,578
  Other, net..................................................................        (2,450)       (4,451)        1,221
  Statutory Net Income (Loss).................................................  $     42,858  $      2,039  $    (11,347)
GAAP Capital and Surplus......................................................  $    455,541  $    199,785  $    198,408
  Deferred policy acquisition costs...........................................      (596,542)     (422,201)     (304,338)
  Benefit reserve adjustment..................................................        74,782        85,191        43,621
  Deferred taxes..............................................................         1,493        13,257        13,706
  Separate accounts...........................................................       333,123       186,488       110,547
  Asset valuation reserve.....................................................        (8,010)       (2,422)       (1,066)
  Coinsurance.................................................................             0             0        22,642
  Unrealized gain (loss) on bonds.............................................        (1,696)       21,918             0
  Adjustment relating to Lyndon contribution..................................       (41,277)            0             0
  Other, net..................................................................        20,920         9,269         5,173
  Statutory Capital and Surplus...............................................  $    238,334  $     91,285  $     88,693
</TABLE>
 
AGGREGATE RESERVES AND LIABILITIES FOR PREMIUM AND OTHER DEPOSIT FUNDS
 
    Aggregate  reserves for payment of future  life, health and annuity benefits
were  computed  in  accordance  with  presently  accepted  actuarial  standards.
Reserves  for life insurance policies  are generally based on  the 1958 and 1980
Commissioner's Standard Ordinary Mortality Tables at various rates ranging  from
2.5% to 6.0%. Accumulation and on-benefit annuity reserves are based principally
on  Individual Annuity tables  at various rates  ranging from 2.5%  to 8.75% and
using the Commissioner's Annuity Reserve Valuation Method (CARVM). Accident  and
health  reserves are  established using a  two year preliminary  term method and
morbidity tables based on Company experience.
 
                                       7
<PAGE>
1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (CONTINUED)
    ILA  has  established  separate  accounts   to  segregate  the  assets   and
liabilities  of  certain  annuity contracts  that  must be  segregated  from the
Company's general assets under  the terms of the  contracts. The assets  consist
primarily  of marketable securities reported at market value. Premiums, benefits
and expenses of  these contracts  are reported  in the  Statutory Statements  of
Income.
 
    During  1994, the Company changed the valuation method on aggregate reserves
for future benefits resulting  in a $10.7 million  increase in surplus. The  new
valuation method is in accordance with presently accepted actuarial standards.
 
INVESTMENTS
 
    Investments  in bonds are carried at  amortized cost. Bonds which are deemed
ineligible to be held at amortized cost by the National Association of Insurance
Commissioners (NAIC)  Securities  Valuation  Office (SVO)  are  carried  at  the
appropriate  SVO published  value. When  a permanent  reduction in  the value of
publicly traded securities occurs, the decrease  is reported as a realized  loss
and  the carrying  value is adjusted  accordingly. Common stocks  are carried at
market value with the difference from cost reflected in surplus. Other  invested
assets are generally recorded at fair value.
 
    Changes  in unrealized capital gains and losses on common stock are reported
as additions  to  or reductions  of  surplus.  The Asset  Valuation  Reserve  is
designed  to provide a standardized reserve  process for realized and unrealized
losses due to the default and equity risks associated with invested assets.  The
reserve   increased  by  $5,588,  $1,356  and  $135  in  1995,  1994  and  1993,
respectively. Additionally, the Interest Maintenance Reserve (IMR) captures  net
realized  capital gains  and losses, net  of applicable  income taxes, resulting
from changes in interest rates and  amortizes these gains or losses into  income
over  the remaining  life of  the mortgage loan  or bond  sold. Realized capital
gains and  losses,  net of  taxes,  not included  in  IMR are  reported  in  the
Statutory  Statements  of  Income.  Realized  investment  gains  and  losses are
determined on a specific identification basis.  The amount of net capital  gains
reclassified  from the IMR was $39 in 1995  and the amount of net capital losses
was $67 and $264 in 1994 and 1993, respectively. The amount of income  amortized
was $256, $114 and $178 in 1995, 1994 and 1993, respectively.
 
OTHER LIABILITIES
 
    The  amount reflected  in other liabilities  includes a  receivable from the
separate accounts of $333.1, $186.5 million in 1995 and 1994, respectively.  The
balances are classified in accordance with NAIC accounting practices.
 
2.  INVESTMENTS:
 
    (A) COMPONENTS OF NET INVESTMENT INCOME
 
<TABLE>
<CAPTION>
                                                                                1995       1994       1993
                                                                              ---------  ---------  ---------
<S>                                                                           <C>        <C>        <C>
Interest income from fixed maturity securities..............................  $  76,100  $  28,335  $   7,541
Interest income from policy loans...........................................      1,504        454        124
Interest and dividends from other investments...............................      2,288      1,069        481
                                                                              ---------  ---------  ---------
Gross investment income.....................................................     79,892     29,858      8,146
Less: investment expenses...................................................      1,105        846        176
Net investment income.......................................................  $  78,787  $  29,012  $   7,970
                                                                              ---------  ---------  ---------
                                                                              ---------  ---------  ---------
</TABLE>
 
    (B) UNREALIZED GAINS (LOSSES) ON COMMON STOCKS
 
<TABLE>
<CAPTION>
                                                                                      1995       1994       1993
                                                                                    ---------  ---------  ---------
<S>                                                                                 <C>        <C>        <C>
Gross unrealized gains at end of year.............................................  $   1,724  $      75  $     148
Gross unrealized losses at end of year............................................          0        (60)         0
                                                                                    ---------  ---------  ---------
Net unrealized gains..............................................................      1,724         15        148
Balance at beginning of year......................................................         15        148         93
                                                                                    ---------  ---------  ---------
Change in net unrealized gains on common stocks...................................  $   1,709  $    (133) $      55
                                                                                    ---------  ---------  ---------
                                                                                    ---------  ---------  ---------
</TABLE>
 
                                       8
<PAGE>
2.  INVESTMENTS: (CONTINUED)
    (C) UNREALIZED GAINS (LOSSES) ON BONDS AND SHORT-TERM INVESTMENTS
 
<TABLE>
<CAPTION>
                                                                               1995        1994       1993
                                                                            ----------  ----------  ---------
<S>                                                                         <C>         <C>         <C>
Gross unrealized gains at end of year.....................................  $   22,251  $      986  $   5,916
Gross unrealized losses at end of year....................................      (1,374)    (34,718)      (684)
                                                                            ----------  ----------  ---------
Net unrealized gains (losses) after tax...................................      20,877     (33,732)     5,232
Balance at beginning of year..............................................     (33,732)      5,232      2,287
                                                                            ----------  ----------  ---------
Change in net unrealized gains (losses) on bonds and short-term
 investments..............................................................  $   54,609  $  (38,964) $   2,945
                                                                            ----------  ----------  ---------
                                                                            ----------  ----------  ---------
</TABLE>
 
    (D) COMPONENTS OF NET REALIZED CAPITAL GAINS (LOSSES)
 
<TABLE>
<CAPTION>
                                                                                     1995       1994       1993
                                                                                   ---------  ---------  ---------
<S>                                                                                <C>        <C>        <C>
Bonds and short term investments.................................................  $     156  $    (101) $    (316)
Common stocks....................................................................         52          0          0
Real estate and other............................................................          0         34      1,316
                                                                                   ---------  ---------  ---------
Realized gains (losses)..........................................................        208        (67)     1,000
Capital gains (benefit) taxes....................................................       (205)         2        386
                                                                                   ---------  ---------  ---------
Net realized capital gains (losses) after tax....................................        413        (69)       614
Less: IMR capital gains (losses).................................................         39        (67)      (263)
                                                                                   ---------  ---------  ---------
Net realized capital gains (losses)..............................................  $     374  $      (2) $     877
                                                                                   ---------  ---------  ---------
                                                                                   ---------  ---------  ---------
</TABLE>
 
    (E) OFF-BALANCE SHEET INVESTMENTS
 
    The  Company had no significant financial instruments with off-balance sheet
risk as of December 31, 1995 and 1994.
 
    (F) CONCENTRATION OF CREDIT RISK
 
    Excluding U.S. government and government agency investments, the Company  is
not exposed to any significant concentration of credit risk.
 
                                       9
<PAGE>
2.  INVESTMENTS: (CONTINUED)
    (G) BONDS, SHORT-TERM AND COMMON STOCK INVESTMENTS
 
<TABLE>
<CAPTION>
                                                                                 1995
                                                        ------------------------------------------------------
                                                                          GROSS        GROSS
                                                          AMORTIZED    UNREALIZED   UNREALIZED       FAIR
                                                            COST          GAINS       LOSSES         VALUE
                                                        -------------  -----------  -----------  -------------
<S>                                                     <C>            <C>          <C>          <C>
U.S. government and government agencies and
 authorities:
  -- guaranteed and sponsored.........................  $      44,268   $      14    $    (248)  $      44,034
  -- guaranteed and sponsored -- asset backed.........        176,160       4,644         (682)        180,122
States, municipalities and political subdivisions.....         16,948          38           (6)         16,980
International governments.............................          5,402         441            0           5,843
Public utilities......................................        108,083       1,652          (90)        109,645
All other corporate...................................        374,058       8,145         (248)        381,955
All other corporate -- asset backed...................        410,197       5,841          (89)        415,949
Short-term investments................................        139,011          18            0         139,029
Certificates of deposit...............................         91,373       1,458          (11)         92,820
                                                        -------------  -----------  -----------  -------------
    Total.............................................  $   1,365,500   $  22,251    $  (1,374)  $   1,386,377
                                                        -------------  -----------  -----------  -------------
                                                        -------------  -----------  -----------  -------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                    1995
                                                              ------------------------------------------------
                                                                              GROSS        GROSS
                                                               AMORTIZED   UNREALIZED   UNREALIZED     FAIR
                                                                 COST         GAINS       LOSSES       VALUE
                                                              -----------  -----------  -----------  ---------
<S>                                                           <C>          <C>          <C>          <C>
Common Stock -- Unaffiliated................................   $   2,668    $     555    $       0   $   3,223
Common Stock -- Affiliated..................................      35,384        1,169            0      36,553
                                                              -----------  -----------  -----------  ---------
    Total Common Stock......................................   $  38,052    $   1,724           $0   $  39,776
                                                              -----------  -----------  -----------  ---------
                                                              -----------  -----------  -----------  ---------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                    1994
                                                            ----------------------------------------------------
                                                                             GROSS         GROSS
                                                             AMORTIZED    UNREALIZED    UNREALIZED      FAIR
                                                               COST          GAINS        LOSSES        VALUE
                                                            -----------  -------------  -----------  -----------
<S>                                                         <C>          <C>            <C>          <C>
U.S. government and government agencies and authorities:
  -- guaranteed and sponsored.............................  $   175,925    $       0     $ (12,059)  $   163,866
  -- guaranteed and sponsored -- asset backed.............      142,318          382        (4,911)      137,789
States, municipalities and political subdivisions.........       10,409            0          (603)        9,806
International governments.................................        2,248            0           (69)        2,179
Public utilities..........................................       29,509           31        (1,271)       28,269
All other corporate.......................................      257,301          246        (9,452)      248,095
All other corporate -- asset backed.......................      112,390          327        (4,066)      108,651
Short-term investments....................................       56,365            0             0        56,365
Certificates of deposit...................................       68,401            0        (2,287)       66,114
                                                            -----------        -----    -----------  -----------
    Total.................................................  $   854,866    $     986     $ (34,718)  $   821,134
                                                            -----------        -----    -----------  -----------
                                                            -----------        -----    -----------  -----------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                                        1994
                                                               ------------------------------------------------------
                                                                                 GROSS           GROSS
                                                                AMORTIZED     UNREALIZED      UNREALIZED      FAIR
                                                                  COST           GAINS          LOSSES        VALUE
                                                               -----------  ---------------  -------------  ---------
<S>                                                            <C>          <C>              <C>            <C>
Common Stock -- Unaffiliated.................................   $   2,260      $      75       $     (60)   $   2,275
</TABLE>
 
    The  amortized  cost  and estimated  market  value of  bonds  and short-term
investments at December 31, 1995 by management's anticipated maturity are  shown
below. Asset backed securities are distributed to
 
                                       10
<PAGE>
2.  INVESTMENTS: (CONTINUED)
maturity  year based  on ILA's  estimate of  the rate  of future  prepayments of
principal over the remaining life of the securities. Expected maturities  differ
from contractual maturities reflecting borrowers' rights to call or prepay their
obligations.
 
<TABLE>
<CAPTION>
                                                                                              AMORTIZED      ESTIMATED
MATURITY                                                                                        COST        FAIR VALUE
- ------------------------------------------------------------------------------------------  -------------  -------------
<S>                                                                                         <C>            <C>
Due in one year or less...................................................................  $     439,793  $     442,327
Due after one year through five years.....................................................        840,088        855,741
Due after five years through ten years....................................................         80,820         83,432
Due after ten years.......................................................................          4,799          4,877
                                                                                            -------------  -------------
Total.....................................................................................  $   1,365,500  $   1,386,377
                                                                                            -------------  -------------
                                                                                            -------------  -------------
</TABLE>
 
    Proceeds  from  sales of  investments  in bonds  and  short-term investments
during 1995, 1994 and 1993  were $313,961, $117,912 and $333,023,  respectively,
resulting  in gross realized  gains of $1,419, $518  and $937, respectively, and
gross realized losses of $1,263, $624 and $1,255, respectively, before transfers
to IMR. The Company had  realized gains of $52 during  1995 from a capital  gain
distribution.
 
    (H) FAIR VALUE OF FINANCIAL INSTRUMENTS
 
                              BALANCE SHEET ITEMS:
                                 (IN MILLIONS)
 
<TABLE>
<CAPTION>
                                                                                          1995                    1994
                                                                                 ----------------------  ----------------------
                                                                                  CARRYING      FAIR      CARRYING      FAIR
                                                                                   AMOUNT       VALUE      AMOUNT       VALUE
                                                                                 -----------  ---------  -----------  ---------
<S>                                                                              <C>          <C>        <C>          <C>
ASSETS
  Fixed maturites..............................................................   $   1,366   $   1,386   $     855   $     821
  Common stocks................................................................          40          40           2           2
  Policy loans.................................................................          23          23          20          20
  Miscellaneous................................................................          13          13           2           2
LIABILITIES
  Liabilities on investment contracts..........................................   $   1,031   $     981   $     534   $     526
</TABLE>
 
    The   carrying  amounts  for  policy  loans  approximates  fair  value.  The
liabilities are  determined  by  forecasting future  cash  flows  discounted  at
current market rates.
 
3.  RELATED PARTY TRANSACTIONS:
    Transactions  between  the Company  and its  affiliates within  ITT Hartford
relate principally  to  tax  settlements,  reinsurance,  service  fees,  capital
contributions and payments of dividends.
 
    On June 30, 1995, the assets of Lyndon Insurance Company were contributed to
ILA.  As a result, ILA received  approximately $365 million in fixed maturities,
equity securities and  cash, $28  million in  policy reserves,  $187 million  of
current  tax liability,  $26 million  in IMR,  $8 million  in AVR  (offset by an
aggregate write-in to surplus), and $4 million of other liabilities. The  assets
in  excess  of liabilities  of  $112 were  recorded  as an  increase  to paid-in
surplus.
 
    For additional information, see Note 5.
 
4.  FEDERAL INCOME TAXES:
    The Company is included in the consolidated Federal income tax return of ITT
Hartford and its includable subsidiaries. Allocation of taxes is based primarily
upon separate company tax return calculations with current credit for net losses
used in consolidation  except that  increases resulting  from consolidation  are
allocated  in proportion to separate return amounts. Intercompany Federal income
tax balances  are  generally  settled quarterly  with  Hartford  Fire  Insurance
Company   (Hartford  Fire),  a  subsidiary   of  ITT  Hartford.  Federal  income
 
                                       11
<PAGE>
4.  FEDERAL INCOME TAXES: (CONTINUED)
taxes paid by the Company were $215,921, $20,538, and $10,042 in 1995, 1994  and
1993,  respectively. The effective  tax rate was  25%, 92%, and  1,181% in 1995,
1994, and 1993 respectively. The following schedule provides a reconciliation of
the effective tax rate (in millions).
 
<TABLE>
<CAPTION>
                                                                   1995   1994   1993
                                                                   ----   ----   ---
<S>                                                                <C>    <C>    <C>
Tax provision (benefit) at US statutory rate.....................    20     9    (1)
Tax acquisiton deferred costs....................................     8     8    10
Statutory to tax reserves........................................     3     5     0
Investments and other............................................   (17)    2     2
Federal income tax expense.......................................    14    24    11
</TABLE>
 
5.  CAPITAL AND SURPLUS AND SHAREHOLDER DIVIDEND RESTRICTIONS:
    The maximum amount of dividends which  can be paid, without prior  approval,
by  State  of  Wisconsin  insurance  companies  to  shareholders  is  subject to
restrictions relating to statutory surplus. Dividends are paid as determined  by
the Board of Directors and are not cumulative. ILA paid dividends of $10 million
to  its parent, HLIC,  in 1995. No  dividends were paid  in 1994 and  1993. As a
result of the distribution  by ITT, the assets  of ITT Lyndon Insurance  Company
(Lyndon)  were contributed to  ILA in June 1995.  Substantially all the business
was removed from Lyndon  prior to the contribution.  The amount of assets  which
exceeded  liabilities at  the contribution date  ($112 million)  was included in
paid-in capital.
 
6.  PENSION PLANS AND OTHER POST-RETIREMENT AND POST-EMPLOYMENT BENEFITS:
    The Company's  employees are  included  in ITT  Hartford's  non-contributory
defined  benefit pension  plans. These plans  provide pension  benefits that are
based on years of  service and the employee's  compensation during the last  ten
years  of employment. The Company's funding  policy is to contribute annually an
amount between  the  minimum funding  requirements  set forth  in  the  Employee
Retirement  Income  Security Act  of 1974  and  the maximum  amount that  can be
deducted for Federal income  tax purposes. Generally,  pension costs are  funded
through  the purchase  of HLIC's  group pension  contracts. Pension  expense was
$1,034, $1,211, and $765 in 1995,  1994 and 1993, respectively. Liabilities  for
the plan are held by Hartford Fire.
 
    The  Company also  participates in  ITT Hartford  's Investment  and Savings
Plan, which includes a deferred compensation option under IRC section 401(k) and
an ESOP allocation under IRC section 404(k). The liabilities for these plans are
included in the financial statements of Hartford  Fire. The cost to ILA was  not
material in 1995, 1994 and 1993.
 
    The Company's employees are included in Hartford Fire's contributory defined
health  care and life  insurance benefit plans. These  plans provide health care
and life insurance benefits for  retired employees. Substantially all  employees
may  become eligible for those benefits if they reach normal or early retirement
age while still working for the Company. The Company has prefunded a portion  of
the  health care and  life insurance obligations through  trust funds where such
prefunding can be accomplished  on a tax effective  basis. Amounts allocated  by
Hartford  Fire  for  post-retirement  health care  and  life  insurance benefits
expense  (not  including  provisions  for  accrual  of  post-retirement  benefit
obligations) are immaterial.
 
    The  assumed rate of future increases in  the per capita cost of health care
(the health care trend rate) was 10.1% for 1995, decreasing ratably to 6% in the
year 2001. Increasing the health care trend rates by one percent per year  would
have  an immaterial impact on the accumulated post-retirement benefit obligation
and the annual expense. The cost to ILA was not material in 1995, 1994 and 1993.
 
    Post-employment benefits are primarily  comprised of obligations to  provide
medical and life insurance to employees on long term disability. Post-employment
benefit expense was not material in 1995, 1994 and 1993.
 
7.  REINSURANCE:
    The Company cedes insurance to non-affiliated insurers in order to limit its
maximum  loss. Such transfer does not relieve  ILA of its primary liability. ILA
also assumes insurance from other insurers.
 
                                       12
<PAGE>
7.  REINSURANCE: (CONTINUED)
    Life insurance net retained premiums were comprised of the following:
 
<TABLE>
<CAPTION>
                                                                                     FOR THE YEARS ENDED DECEMBER 31
                                                                                  --------------------------------------
                                                                                     1995          1994         1993
                                                                                  -----------  ------------  -----------
<S>                                                                               <C>          <C>           <C>
Direct premiums.................................................................  $   159,918  $    133,180  $   131,586
Premiums assumed................................................................       13,299           960          841
Premiums ceded..................................................................        7,425      (308,033)     118,146
Premiums and annuity considerations.............................................      165,792       442,173       14,281
</TABLE>
 
    In December  1994  the  Company  ceded  to a  third  party,  on  a  modified
coinsurance  basis, 80%  of the variable  annuity business written  in 1994. The
ceded business  includes both  general and  separate account  liabilities. As  a
result  of the agreement ILA transferred  approximately $1,352 million in assets
and liabilities.  The  financial  impact  of the  cession  was  an  increase  of
approximately $15 million to net income and surplus.
 
    In November 1994, the Company ceded, on a modified coinsurance basis, 30% of
the  separate account variable  annuity business distributed  by Paine Webber to
Paine Webber Life Insurance Company (PWLIC).  As a result of the agreement,  ILA
transferred  approximately $24 million  in assets and  liabilities to PWLIC. The
financial impact of  the cession was  an increase of  approximately $765 to  net
income and surplus.
 
    In  October 1994, the agreement, effective December 1990, which required ILA
to coinsure 90%  of all existing  and new business,  excluding variable  annuity
business,  written by the  Company to HLIC,  was terminated. As  a result of the
termination, ILA received approximately $430  million in assets and  liabilities
from  HLIC. The impact  of the transaction  was a decrease  of approximately $15
million to net income and surplus.
 
    In  November  1993,   ILA  acquired,  through   an  assumption   reinsurance
transaction,  substantially  all of  the individual  fixed and  variable annuity
business of  Hartford Life  and Accident,  an  affiliate. As  a result  of  this
transaction,  the assets and liabilities  of the Company increased approximately
$1 billion, substantially all of which was transferred to the separate  accounts
of the Company. The remaining assets and liabilities (approximately $41 million)
were transferred in October 1995. The impact of these transactions on net income
and surplus was not significant.
 
8.  SEPARATE ACCOUNTS:
    The  Company maintains separate account assets and liabilities totaling $7.3
billion and $3.6 billion at December  31, 1995 and 1994, respectively.  Separate
account  assets are reported at fair  value and separate account liabilities are
determined in accordance with the Commissioners Annuity Reserve Valuation Method
(CARVM), which approximates the market value less applicable surrender  charges.
Separate  account assets are segregated from other investments, the policyholder
assumes the investment  risk, and  the investment  income and  gains and  losses
accrue  directly to the  policyholder. Separate account  management fees, net of
minimum guarantees, were $72 million, $42 million, and $6 million in 1995, 1994,
and 1993, respectively.
 
9.  COMMITMENTS AND CONTINGENCIES:
    As of December 31, 1995, the Company had no material contingent liabilities,
nor had the Company committed any  surplus funds for any contingent  liabilities
or  arrangements. The  Company is involved  in various legal  actions which have
arisen in the course normal of its  business. In the opinion of management,  the
ultimate  liability with respect to such lawsuits as well as other contingencies
is not considered to be  material in relation to  the results of operations  and
financial position of the Company.
 
    Under  insurance  guaranty  laws  in most  states,  insurers  doing business
therein can be assessed up to prescribed limits for policyholder losses incurred
by insolvent companies. The amount of any future assessments on ILA under  these
laws  cannot be reasonably estimated. Most of the laws do provide, however, that
an assessment may be excused or deferred  if it would threaten an insurer's  own
financial  strength. Additionally, guaranty fund  assessments are used to reduce
state premium taxes  paid by the  company in certain  states. ILA paid  guaranty
fund   assessments  of  $1,684,  $583,  and   $495  in  1995,  1994,  and  1993,
respectively.
 
                                       13
<PAGE>

                    CONTENTS OF REGISTRATION STATEMENT
                    ----------------------------------

This Registration Statement comprises the following papers and documents:

  The facing sheet.

  The prospectus consisting of         pages.

  The undertaking to file reports.

  The Rule 484 undertaking.

  The signatures.

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

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

     (A2)  Not applicable.

     (A3a) Principal Underwriting Agreement is incorporate herein.

     (A3b) Form of Selling Agreements is incorporate herein.

     (A3c) Not applicable.

     (A4)  Not applicable.

     (A5)  Form of Flexible Premium Variable Life Insurance Policy is
           incorporated by reference as stated above.

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

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

     (A7)  Not applicable.

     (A8)  Not applicable.

<PAGE>
     (A9)  Not applicable.

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

     (A11) Memorandum describing transfer and redemption procedures is
           incorporated by reference as stated above.

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

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

(4)  Not applicable.

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

(6)  Consent of Arthur Andersen LLP, Independent Public Accountants is
     incorporated herein.

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

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

(9)  Power of Attorney is incorporate herein.

<PAGE>

                         UNDERTAKING TO FILE REPORTS
                         ---------------------------

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

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

1.   Separate Account VL I meets the definition of ""Separate Account'' 
     under Rule 6e-3(T).

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


                         UNDERTAKING ON INDEMNIFICATION
                         ------------------------------

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

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

<PAGE>

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

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

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

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

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

<PAGE>

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


<PAGE>
                                SIGNATURES

   
Pursuant to the requirements of the Securities Act of 1933 and the Investment 
Company Act of 1940, the Registrant has duly caused this Registration 
Statement to be signed on its behalf by the undersigned thereunto duly 
authorized, and its seal to be herewith affixed and attested, all in the city 
of Simsbury, and the State of Connecticut on the 26th day of August, 1996.
    

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

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

                                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                                (Depositor)

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

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

Donald R. Frahm, Chairman and
Chief Executive Officer, Director *

Bruce D. Gardner, Vice President
Director *

Joseph H. Gareau, Executive Vice
President and Chief Investment
Officer, Director *

John P. Ginnetti, Executive Vice
President, Director *

   
Thomas M. Marra, Executive Vice            *By:  /s/ Scott K. Richardson
President, Director *                            ---------------------------
                                                 Scott K. Richardson
Leonard E. Odell, Jr., Senior                    Attorney-In-Fact
Vice President, Director *

Lowndes A. Smith, President,
Chief Operating Officer,                     Dated:   August 26, 1996
Director *                                            ----------------------
    

Raymond P. Welnicki, Senior Vice
President, Director *

Lizabeth H. Zlatkus, Vice President
Director *


<PAGE>

                                                           [Exhibit 1A3a]

                       PRINCIPAL UNDERWRITER AGREEMENT
                       -------------------------------

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

                                 WITNESSETH:

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

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

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

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

                                      I.

                                HESCO'S DUTIES
                                --------------

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

<PAGE>

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

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

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

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

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

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

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

                                     II.

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

2.  The UIT agrees to advice HESCO immediately:

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

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

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

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

                                    III.

                                COMPENSATION
                                ------------

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

<PAGE>

additional compensation is payable in excess of that required under the 
Expense Reimbursement Agreement.  The Expense Reimbursement Agreement 
provides for an aggregate payment of $10,000 for all services performed by 
HESCO on behalf of ILA and its affiliated companies and any unit investment 
trusts sponsored by ILA and its affiliated companies.

                                     IV.

              RESIGNATION AND REMOVAL OF PRINCIPAL UNDERWRITER
              ------------------------------------------------

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

                                      V.

                                MISCELLANEOUS
                                -------------

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

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

    (a) If to ILA - ITT Hartford Life and Annuity Insurance Company, Inc. 
        P.O. Box 2999, Hartford, Connecticut 06104.

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

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

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

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

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

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

<PAGE>

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

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

<PAGE>

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

(Seal)                        ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY




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



Attest:                       HARTFORD EQUITY SALES COMPANY, INC.




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


<PAGE>

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


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

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

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

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

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

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

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

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



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





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



<PAGE>

                                       -2-

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



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





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



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


4.   The term of existence of the corporation shall be perpetual.


Dated at Simsbury, Connecticut this 30 day of  April, 1996.
                                    --


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


                                        ITT HARTFORD LIFE AND 
                                        ANNUITY INSURANCE COMPANY

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



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

 

<PAGE>

                           AMENDED AND RESTATED BYLAWS 

                                       OF

                 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY




                              EFFECTIVE MAY 1, 1996

<PAGE>

                                      -2-

                                   ARTICLE I

                               Name - Home Office

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

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

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

                                   ARTICLE II

              Stockholders' Meetings - Notice-Quorum-Right to Vote

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

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

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

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

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

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

<PAGE>

                                      -3-

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

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

                                   ARTICLE III

                            Directors-Meetings-Quorum

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

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

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

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

                                   ARTICLE IV

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

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

<PAGE>

                                      -4-

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

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

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

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

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

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

                                    ARTICLE V

                                    Officers
                              Chairman of the Board
                                       and
                           Vice Chairman of the Board

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

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

<PAGE>

                                      -5-

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

                                    President

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

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

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

                                    Secretary

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

<PAGE>

                                      -6-

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

                                    Treasurer

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


                                 Other Officers

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

                                   ARTICLE VI

                                Finance Committee

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

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

<PAGE>

                                      -7-

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

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

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

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

                                   ARTICLE VII

                                      Funds

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

<PAGE>

                                      -8-

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

                                   ARTICLE VIII

                            Liability and Indemnity

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

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

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

<PAGE>

                                      -9-

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

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

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

                                   ARTICLE IX

                              Amendment of Bylaws

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

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

<PAGE>

                                      -10-


                                  ARTICLE X

                             Term of Existence

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


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

Attest:


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


<PAGE>

                             BROKER-DEALER SALES AND
                              SUPERVISION AGREEMENT

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

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

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

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

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

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

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

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


  I. APPOINTMENT OF THE BROKER-DEALER

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

 II. AUTHORITY OF THE BROKER-DEALER

<PAGE>

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

III. BROKER-DEALER REPRESENTATION

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

 IV. BROKER-DEALER OBLIGATIONS

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

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

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

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

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


                                        2
<PAGE>


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


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

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

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

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

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


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



V. COMPANIES AND/OR DISTRIBUTOR OBLIGATIONS

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


                                        3
<PAGE>


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

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

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

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

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

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

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


 VI.   TERMINATION

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

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


                                        4
<PAGE>


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

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

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

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

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

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

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

VII.   GENERAL PROVISIONS

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

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


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

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


                                        5
<PAGE>


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

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

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

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

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

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

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

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

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

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


                                        6
<PAGE>


BROKER-DEALER                 HARTFORD SECURITIES DISTRIBUTION
                              COMPANY INC.

By:                           By:


Title:                        Title:


Date:                         Date:


AFFILIATE (IF APPLICABLE)     HARTFORD LIFE INSURANCE COMPANY

By:                           By:


Title:                        Title:


Date:                         Date:


                              ITT HARTFORD LIFE AND ANNUITY
                              INSURANCE COMPANY

                              By:


                              Title:


                              Date:


                                        7
<PAGE>


                                    EXHIBIT B

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

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

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

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

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

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

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

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

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


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


                                        8



<PAGE>

                                                               [Exhibit 2]



March 15, 1996

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

RE:   Separate Account VL I ("Separate Account")
      Hartford Life Insurance Company ("Company")
      File No. 33-53692

Dear Sir/Madam:

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

I am of the following opinion:

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

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

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

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

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

Sincerely,

/s/ Lynda Godkin

Lynda Godkin
Associate General Counsel & Secretary 


<PAGE>

                                                              [Exhibit 5]


March 1, 1996



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

Dear Sirs;

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

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

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

Very truly yours,

/s/ Ken A. McCullum

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


 

<PAGE>

                                                                   [Exhibit 6]

                             ARTHUR ANDERSEN LLP
                CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
                -----------------------------------------


As independent public accountants, we hereby consent to the use of our 
reports (and to all references to our Firm) included in or made a part of 
this Registration Statement File No. 33-61267 for ITT Hartford Life and 
Annuity Insurance Company Separate Account VL I on Form S-6.

                                                  /s/ Arthur Andersen LLP

Hartford, Connecticut
August 28, 1996

<PAGE>

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

                                POWER OF ATTORNEY

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

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

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

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

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

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

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

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

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

<PAGE>

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

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


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