HARTFORD LIFE INSURANCE CO SEPARATE ACCOUNT TWO DC VAR AC II
497, 1995-07-10
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<PAGE>

     HARTFORD
     LIFE INSURANCE COMPANY
     GROUP VARIABLE ANNUITY CONTRACTS
     ISSUED BY HARTFORD LIFE INSURANCE COMPANY
     WITH RESPECT TO DC-I AND DC-II
    [LOGO]

   The variable annuity contracts (hereinafter the "contract" or "contracts" or
 "Master  Contracts") described in this Prospectus  are issued by Hartford Life
 Insurance Company  ("HL").  The contracts  provide  for both  an  Accumulation
 Period and an Annuity Period.

   On  contracts issued in conjunction with  a Deferred Compensation Plan of an
 Employer, variable account Contributions are  held in Hartford Life  Insurance
 Company DC Variable Account-I ("DC-I") during the Accumulation Period and in a
 series  of  Hartford Life  Insurance  Company Separate  Account  Two ("DC-II")
 during the Annuity Period.

   On contracts issued in conjunction with a Qualified Plan of an employer, all
 variable account Contributions during both the Accumulation Period and Annuity
 Period are held in DC-II.

   The contracts  to which  contributions may  be made  may contain  a  General
 Account  option  or  a separate  General  Account  contract may  be  issued in
 conjunction with the contracts described herein. The General Account option or
 contract may contain restrictions  on a Contract  Owner's ability to  transfer
 Participant  Account Values  to or from  such contract or  option. The General
 Account option or contract and these  restrictions, if any, are not  described
 in this Prospectus.

   The  contracts are used  in conjunction with  Deferred Compensation Plans of
 tax-exempt  and  governmental  employers  as  well  as  with  Qualified  Plans
 established by Employers generally (tax-exempt and non-tax-exempt).

   The  following Sub-Accounts are available under the contracts. Opposite each
 Sub-Account is the name of the underlying investment for that Account.

 Advisers Fund             --  shares of Hartford Advisers Fund, Inc.
   Sub-Account                 ("Advisers Fund")
 Bond Fund Sub-Account     --  shares of Hartford Bond Fund, Inc. ("Bond Fund")
 Capital Appreciation      --  shares of Hartford Capital Appreciation Fund,
   Fund Sub-Account            Inc. (formerly Hartford Aggressive Growth Fund,
                               Inc.) ("Capital Appreciation Fund")
 Index Fund Sub-Account    --  shares of Hartford Index Fund, Inc. ("Index
                               Fund")
 International             --  shares of Hartford International Opportunities
   Opportunities Fund          Fund, Inc. ("International Opportunities Fund")
   Sub-Account
 Money Market Fund Sub-    --  shares of HVA Money Market Fund, Inc. ("Money
   Account                     Market Fund")
 Mortgage Securities Fund  --  shares of Hartford Mortgage Securities Fund,
   Sub-Account                 Inc. ("Mortgage Securities Fund")
 Responsibly Invested      --  shares of Calvert Responsibly Invested Balanced
   Fund Sub-Account            Portfolio of Acacia Capital Corporation.
                               (formerly Calvert Socially Responsive Fund)
                               ("Responsibly Invested Fund")
 Stock Fund Sub-Account    --  shares of Hartford Stock Fund, Inc. ("Stock
                               Fund")
 U.S. Government Money     --  shares of Hartford U.S. Government Money Market
   Market Fund                 Fund, Inc. ("U.S. Government Money Market Fund")
   Sub-Account

                                                       (continued on next page)

 This Prospectus sets  forth the  information concerning  the Separate  Account
 that  investors ought to know before investing. This Prospectus should be kept
 for future reference.  Additional information about  the Separate Account  has
 been  filed  with  the Securities  and  Exchange Commission  and  is available
 without charge upon request. To obtain the Statement of Additional Information
 send a  written  request  to  Hartford  Life  Insurance  Company,  Attn:  RPVA
 Administration,  P.O. Box 2999, Hartford, CT 06104-2999. The Table of Contents
 for the Statement of Additional  Information may be found  on page 41 of  this
 Prospectus.  The  Statement  of  Additional  Information  is  incorporated  by
 reference to this Prospectus.
 ------------------------------------------------------------------------------
 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.
 ------------------------------------------------------------------------------
 ------------------------------------------------------------------------------
 THIS  PROSPECTUS IS NOT VALID UNLESS ATTACHED TO THE CURRENT PROSPECTUS OF THE
 APPLICABLE ELIGIBLE FUNDS LISTED  ABOVE WHICH CONTAINS  A FULL DESCRIPTION  OF
 THOSE  FUNDS. INVESTORS  ARE ADVISED TO  RETAIN THESE  PROSPECTUSES FOR FUTURE
 REFERENCE.
 ------------------------------------------------------------------------------

 Prospectus Dated: May 1, 1995
 Prospectus Revised: July 1, 1995
 Statement of Additional Information Dated: May 1, 1995
<PAGE>

 THE FOLLOWING FUNDS ARE AVAILABLE BEGINNING JULY 1, 1995:
 Dividend and Growth Fund  --  shares of Hartford Dividend and Growth Fund,
   Sub-Account                 Inc. ("Dividend and Growth Fund")
 AMS/TCI Advantage Fund    --  shares of TCI Portfolios, Inc. TCI Advantage
   Sub-Account                 ("AMS/TCI Advantage Fund")
 AMS/TCI Growth Fund Sub-  --  shares of TCI Portfolios, Inc. TCI Growth
   Account                     ("AMS/TCI Growth Fund")
 AMS/Fidelity VIP II       --  shares of Fidelity Investments Variable
   Asset Manager Fund          Insurance Products II Asset Manager
   Sub-Account                 ("AMS/Fidelity VIP II Asset Manager Fund")
 AMS/Fidelity VIP II       --  shares of Fidelity Investments Variable
   Contrafund Fund             Insurance Products II Contrafund Fund
   Sub-Account                 ("AMS/Fidelity VIP II Contrafund Fund")
 AMS/Fidelity VIP Growth   --  shares of Fidelity Investments Variable
   Fund Sub-Account            Insurance Products Growth Fund ("AMS/Fidelity
                               VIP Growth Fund")
 AMS/Fidelity VIP          --  shares of Fidelity Investments Variable
   Overseas Fund               Insurance Products Overseas Fund ("AMS/Fidelity
   Sub-Account                 VIP Overseas Fund")
<PAGE>
                               TABLE OF CONTENTS

<TABLE>
<CAPTION>
 SECTION                                                                   PAGE
 ------------------------------------------------------------------------  ----
 <S>                                                                       <C>
 GLOSSARY OF SPECIAL TERMS...............................................    5
 FEE TABLE...............................................................    7
 SUMMARY.................................................................    8
 ACCUMULATION UNIT VALUES................................................   11
 PERFORMANCE RELATED INFORMATION.........................................   15
 INTRODUCTION............................................................   16
 THE DC-I AND DC-II CONTRACT AND SEPARATE ACCOUNT DC-I AND
    SEPARATE ACCOUNT TWO (DC-II).........................................   16
   What are the DC-I and DC-II contracts?................................   16
   Who can buy these contracts?..........................................   16
   What are the Separate Accounts and how do they operate?...............   17
 OPERATION OF THE CONTRACT...............................................   18
   How are Contributions credited?.......................................   18
   May I make changes in the amounts of my Contribution?.................   18
   May I transfer assets between Sub-Accounts?...........................   18
   What happens if the Contract Owner fails to make Contributions?.......   19
   May I assign or transfer the contract?................................   19
   How do I know what my account is worth?...............................   19
   How is the Accumulation Unit value determined?........................   20
   How are the underlying Fund shares valued?............................   20
 PAYMENT OF BENEFITS.....................................................   20
   What would my Beneficiary receive as death proceeds?..................   20
   How can a contract be redeemed or surrendered?........................   20
   Can payment of the redemption or surrender value ever be postponed
    beyond the seven day period?.........................................   21
   May I surrender once Annuity payments have started?...................   22
   Are there differences in the contract related to the type of plan in
    which the Participant is enrolled?...................................   22
   Can a contract be suspended by a Contract Owner?......................   22
   How do I elect an Annuity Commencement Date and Form of Annuity?......   22
   What is the minimum amount that I may select for an Annuity
    payment?.............................................................   23
   How are Contributions made to establish my Annuity account?...........   23
   What are the available Annuity options under the contracts?...........   23
   How are Variable Annuity payments determined?.........................   24
   Can a contract be modified?...........................................   25
 CHARGES UNDER THE CONTRACT..............................................   26
   How are the charges under these contracts made?.......................   26
   Is there ever a time when the sales charges do not apply?.............   26
   What do the sales charges cover?......................................   27
   What is the mortality, expense risk and administrative charge?........   27
   Are there any other administrative charges?...........................   28
   Experience Rating of Contracts........................................   28
   How much are the deductions for Premium Taxes on these contracts?.....   28
   Are there any other deductions?.......................................   28
 HARTFORD LIFE INSURANCE COMPANY AND THE FUNDS...........................   28
   What is HL?...........................................................   28
   What are the Funds?...................................................   29
   Does HL have any interest in the Funds?...............................   32
 FEDERAL TAX CONSIDERATIONS..............................................   33
   What are some of the federal tax consequences which affect these
    contracts?...........................................................   33
</TABLE>

                                       3
<PAGE>
<TABLE>
 <S>                                                                       <C>
 MISCELLANEOUS...........................................................   37
   What are my voting rights?............................................   37
   Will other contracts be participating in the Separate Accounts?.......   38
   How are the contracts sold?...........................................   38
   Who is the custodian of the Separate Accounts' assets?................   38
   Are there any material legal proceedings affecting the Separate
    Accounts?............................................................   38
   Are you relying on any experts as to any portion of this
    Prospectus?..........................................................   38
   How may I get additional information?.................................   38
 APPENDIX................................................................   39
 TABLE OF CONTENTS FOR STATEMENT OF ADDITIONAL INFORMATION...............   41
</TABLE>

                                       4
<PAGE>
                           GLOSSARY OF SPECIAL TERMS

ACCUMULATION PERIOD: The period before the commencement of Annuity payments.

ACCUMULATION UNIT: An accounting unit of measure used to calculate values before
Annuity payments begin.

ACTIVE  LIFE  FUND:  A  term  used to  describe  the  sum  of  all Participants'
Individual Account value(s) in the Separate Account under a contract during  the
Accumulation Period.

ANNUAL   CONTRACT  FEE:  A  fee  charged  for  establishing  and  maintaining  a
Participant's Individual Account under a contract.

ANNUITANT: A Participant on whose behalf Annuity payments are to be made under a
contract.

ANNUITANT'S ACCOUNT: An account established  at the commencement of the  Annuity
Period under which Annuity payments are made under the contracts.

ANNUITY:  A series of  payments for life, or  for life with  a minimum number of
payments or  a  determinable  sum  guaranteed,  or  for  a  joint  lifetime  and
thereafter during the lifetime of the survivor, or for payments for a designated
period.

ANNUITY COMMENCEMENT DATE: The date on which Annuity payments are to commence.

ANNUITY PERIOD: The period following the commencement of Annuity payments.

ANNUITY  RIGHTS: The Contract Owner's right  in situations where the contract is
issued in conjunction  with a  Deferred Compensation Plan  to apply  up to  five
times  the  gross contributions  made to  the  contract during  the Accumulation
Period (in DC-I only),  at the Annuity  rates set forth in  the contract at  the
time  of issue,  at the  commencement of  the Annuity  Period to  effect Annuity
payments.

ANNUITY UNIT: An  accounting unit  of measure in  the Separate  Account used  to
calculate the amount of Variable Annuity payments.

BENEFICIARY: The person(s) designated to receive contract values in the event of
the Participant's or Annuitant's death.

CODE: The Internal Revenue Code of 1986, as amended.

COMMISSION: Securities and Exchange Commission.

CONTRACT OWNER: The Employer or entity owning the contract.

CONTRACT  YEAR: A period of 12 months  commencing with the effective date of the
contract or with any anniversary thereof.

CONTRIBUTION(S):  The  amount(s)  paid  or  transferred  to  HL  on  behalf   of
Participants pursuant to the terms of the contracts.

DATE  OF COVERAGE: The date on which  the application on behalf of a Participant
is received by HL.

DC VARIABLE ACCOUNT  II: A series  of Hartford Life  Insurance Company  Separate
Account Two.

DEFERRED COMPENSATION PLAN: A plan established and maintained in accordance with
the  provisions of Section 457 of the  Internal Revenue Code and the regulations
issued thereunder.

EMPLOYER:  A  governmental  or   tax-exempt  Employer  maintaining  a   Deferred
Compensation Plan for its Employees or an Employer establishing a Qualified Plan
for its Employees.

FIXED  ANNUITY: An Annuity providing for  guaranteed payments which remain fixed
in amount  throughout  the  payment  period  and which  do  not  vary  with  the
investment experience of a separate account.

FUNDS: Currently, the Funds described commencing on page 29 of this Prospectus.

GENERAL  ACCOUNT: The General Account of HL in which reserves are maintained for
Fixed Annuities during the Annuity Period.

HL: Hartford Life Insurance Company.

MINIMUM DEATH BENEFIT: The minimum amount payable upon the death of  Participant
prior to age 65 and before Annuity payments have commenced.

PARTICIPANT:  A  term used  to describe,  for  recordkeeping purposes  only, any
Employee electing to participate in the Deferred Compensation or Qualified  Plan
of the Employer/Contract Owner.

                                       5
<PAGE>
PARTICIPANT'S  CONTRACT YEAR: A period of twelve (12) months commencing with the
Date  of  Coverage  of  a  Participant  and  each  successive  12  month  period
thereafter.

PARTICIPANT'S  INDIVIDUAL  ACCOUNT: An  account  to which  the  Separate Account
Accumulation Units held by the Contract Owner on behalf of Participant under the
contract are allocated.

PLAN: The unfunded Deferred Compensation Plan or Qualified Plan of an Employer.

PREMIUM TAX: A  tax charged  by a state  or municipality  on premiums,  purchase
payments or contract values.

QUALIFIED  PLAN: A voluntary plan of an Employer which qualifies for special tax
treatment under a section of the Internal Revenue Code.

SEPARATE ACCOUNT:  The  Account  entitled Hartford  Life  Insurance  Company  DC
Variable  Account-I ("DC-I")  and a  series of  Hartford Life  Insurance Company
Separate Account Two ("DC-II").

SUB-ACCOUNT: Accounts established within the Separate Account with respect to  a
Fund.

VALUATION  DAY:  Every day  the New  York  Stock Exchange  is open  for business
exclusive of the following national  and local business holidays: Martin  Luther
King  Day,  Lincoln's  Birthday, Columbus  Day,  Veteran's Day,  the  day before
Independence Day  and the  day after  Thanksgiving. 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 successive Valuation Days.

VARIABLE ANNUITY:  An  Annuity  providing  for payments  varying  in  amount  in
accordance  with the investment experience of  the assets held in the underlying
securities of the Separate Account.

                                       6
<PAGE>
                                   FEE TABLE
                       Contract Owner Transaction Expense
                               (All Sub Accounts)

<TABLE>
 <S>                                                                 <C>
 Sales Load Imposed on Purchases (as a percentage of premium
   payments).......................................................    None
 Transfer Fee......................................................  $    5
 Contingent Deferred Sales Charge (as a percentage of amounts
   withdrawn)......................................................
     First through Sixth Year......................................       7%
     Seventh through Twelfth Year..................................       5%
     Thirteenth Year...............................................       0%
 Annual Contract Fee...............................................  $   18(1)
 Annual Expenses--Separate Account (as a percentage of average
   account value)
     Mortality and Expense Risk (DC I).............................   1.100%
     Mortality and Expense Risk (DC II)............................   1.250%
</TABLE>

    The Transfer Fee, Contingent Deferred Sales Charge, Annual Contract Fee  and
Mortality  and Expense Risk charge may be reduced or eliminated. See "Experience
of Contracts" on page   .

                         Annual Fund Operating Expense
            (as a percentage of net assets for the year ended 1994)

<TABLE>
<CAPTION>
                                                                        TOTAL FUND
                                                  MANAGEMENT   OTHER    OPERATING
                                                     FEES     EXPENSES   EXPENSES
                                                  ----------  --------  ----------
 <S>                                              <C>         <C>       <C>
 Hartford Bond Fund..............................   0.500%     0.047%     0.547%
 Hartford Stock Fund.............................   0.462%     0.039%     0.501%
 HVA Money Market Fund...........................   0.425%     0.049%     0.474%
 Hartford Advisers Fund..........................   0.615%     0.040%     0.655%
 Hartford U.S. Government Money Market Fund......   0.425%     0.157%     0.582%
 Hartford Capital Appreciation Fund..............   0.675%     0.045%     0.720%
 Hartford Mortgage Securities Fund...............   0.425%     0.052%     0.477%
 Hartford Index Fund.............................   0.375%     0.079%     0.454%
 Hartford International Opportunities Fund.......   0.725%     0.126%     0.851%
 Responsibly Invested Fund.......................   0.700%     0.100%     0.800%
 Hartford Dividend and Growth Fund (2)...........   0.688%     0.166%     0.834%
 TCI Growth......................................   1.000%     0.000%     1.000%
 TCI Advantage...................................   1.000%     0.000%     1.000%
 Fidelity VIP Growth.............................   0.620%     0.070%     0.690%
 Fidelity VIP Overseas...........................   0.770%     0.150%     0.920%
 Fidelity VIP II Asset Manager...................   0.720%     0.080%     0.800%
 Fidelity VIP II Contrafund......................   0.620%     0.270%     0.890%
<FN>
(1)  The annual  contract fee  is  a single  $18 charge  on  a Contract.  It  is
     deducted  proportionally from the investment options  in use at the time of
     the charge. In the  Example, the annual contract  fee is approximated as  a
     0.07% annual asset charge based on the experience of the Contracts.
(2)  A  portion of the management fees were waived in 1994. Without this waiver,
     the management fee would have been  0.750% and the total operating  expense
     would have been 0.916%.
</TABLE>

<TABLE>
<CAPTION>

 EXAMPLE-DCI               If  you surrender your contract If you annuitize at the end  of If  you  do not  surrender your
                           at the  end of  the  applicable the applicable time period: You contract:  You  would  pay  the
                           time period: You would pay  the would    pay    the   following following expenses on a  $1,000
                           following  expenses on a $1,000 expenses on a $1,000            investment,   assuming   a   5%
                           investment,   assuming   a   5% investment,   assuming   a   5% annual return on assets:
                           annual return on assets:        annual return on assets:
 SUB-ACCOUNT               1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
                           ------ ------- ------- -------- ------ ------- ------- -------- ------ ------- ------- --------
 <S>                       <C>    <C>     <C>     <C>      <C>    <C>     <C>     <C>      <C>    <C>     <C>     <C>
 Bond Fund................  $ 90   $ 132   $ 176    $ 273   $ 17   $  54   $  93    $ 203   $ 18   $  55   $  94    $ 204
 Stock Fund...............    89     130     174      268     16      52      91      198     17      53      91      199
 Money Market Fund........    89     129     172      265     16      51      89      195     17      52      90      196
 Advisers Fund............    91     135     181      284     18      57      99      215     19      58     100      216
 U.S. Government Money
   Market Fund............    90     133     178      276     17      55      95      207     18      56      96      208
 Capital Appreciation
   Fund...................    92     137     184      290     19      59     102      222     19      60     103      223
 Mortgage Securities
   Fund...................    89     130     173      266     16      52      89      195     17      52      90      196
 Index Fund...............    86     120     156      231     13      41      72      159     14      42      73      160
 International
   Opportunities Fund.....    93     140     191      303     20      63     109      236     21      64     110      237
 Responsibly Invested
   Fund...................    92     139     188      296     19      62     106      230     20      62     107      231
 Dividend & Growth........    93     140     190      302     20      53     108      234     21      63     109      235
 AMS/TCI Growth...........    94     145     198      318     22      68     117      251     22      69     118      252
 AMS/TCI Advantage........    94     145     198      318     22      68     117      251     22      69     118      252
 AMS/Fidelity VIP
   Growth.................    91     136     183      287     18      68     117      251     19      69     101      220
 AMS/Fidelity VIP
   Overseas...............    93     142     194      310     21      65     113      243     21      66     113      244
 AMS/Fidelity VIP II Asset
   Manager................    92     139     139      298     19      62     106      230     20      62     107      231
 AMS/Fidelity VIP II
   Contrafund.............    93     141     193      307     20      64     111      240     21      65     112      241
</TABLE>

    The  purpose of this table is to  assist the contract owner in understanding
various costs  and  expenses  that  a  contract  owner  will  bear  directly  or
indirectly.  The table reflects expenses of  the Separate Account and underlying
Funds. Premium taxes may also be applicable.

    This EXAMPLE should  not be considered  a representation of  past or  future
expenses and actual expenses may be greater or less than those shown.

                                       7
<PAGE>
                                    SUMMARY

A. CONTRACTS OFFERED

    Group contracts issued in conjunction with a Deferred Compensation Plan or a
Qualified Plan of an employer are offered.

    The  Qualified Plan contracts available with respect to DC-II are limited to
plans established  and sponsored  by Employers  for their  Employees.  Qualified
Plans  provide a way for  an Employer to establish  a funded retirement plan for
its Employees. The contract is normally issued to the Employer or to the trustee
or custodian of the Employer's Plan.

    Contract Owners who have purchased a prior series of contracts may  continue
to  make Contributions to such contracts subject  to the terms and provisions of
their contracts. New  Participants may  be added  to existing  contracts of  the
prior  series but no new contracts of that series will be issued. Prior Contract
Owners are referred to the Appendix (commencing on page 39) for a description of
the sales charges and other expenses applicable to earlier series of contracts.

B. ACCUMULATION PERIOD UNDER THE CONTRACTS

    During the Accumulation  Period under the  contracts, Contributions made  by
the  Employer to the contracts are  used to purchase variable account interests.
Contributions allocated to purchase variable interests may, after the deductions
described hereafter, be invested in selected  Sub-Accounts of DC-I or DC-II,  as
appropriate.

C. CONTINGENT DEFERRED SALES CHARGES

    No  deduction  for  sales expense  is  made  at the  time  of  allocation of
Contributions to  the  contracts.  A deduction  for  contingent  deferred  sales
charges is made if there is any surrender of contract values during the first 12
Participant  Contract  Years.  During  the  first  6  years  thereof,  a maximum
deduction of 7%  will be made  against the  full amount of  any such  surrender.
During  the next 6 years thereof, a maximum deduction of 5% will be made against
the full amount  of any such  surrender. Such  charges will in  no event  exceed
8.50%  when applied as  a percentage against  the sum of  all Contributions to a
Participant's Individual Account. The amount or term of the contingent  deferred
sales charge may be reduced (see "Experience Rating of Contracts", page 28).

    No  deduction for contingent deferred sales  charges will be made in certain
cases. (See  "Is  there ever  a  time when  the  sales charges  do  not  apply?"
commencing on page 26.)

    HL  reserves the right to limit any  increase in the Contributions made to a
Participant's Individual Account under any contract to no more than three  times
the total Contributions made on behalf of such Participant during the initial 12
consecutive  months following the Date of Coverage. Increases in excess of those
described will be accepted only with the  consent of HL and subject to the  then
current deductions being made under the contracts.

D. TRANSFER BETWEEN ACCOUNTS

    During  the Accumulation Period a Contract Owner may allocate monies held in
the Separate Account among the  available Sub-Accounts of the Separate  Account.
Each  transfer under the  contract may be  subject to a  $5.00 Transfer Fee (see
"Experience Rating of  Contracts", page  28). However, there  may be  additional
restrictions  under certain  circumstances (see  "May I  transfer assets between
Sub-Accounts?" page 18.)

E. ANNUITY PERIOD UNDER THE CONTRACTS

    Contract values held with respect to Participants' Individual Accounts  with
respect  to DC-I or DC-II, as appropriate, at the end of the Accumulation Period
(and any additional Contributions that a Deferred

                                       8
<PAGE>
Compensation Plan Contract Owner (DC-I, only) elects to make at the commencement
of the  Annuity  Period)  will, at  the  direction  of the  Contract  Owner,  be
allocated  to establish  Annuitants' Accounts  to provide  Fixed and/or Variable
Annuities under the contracts.

    Additional Contributions made under the contracts (on Deferred  Compensation
Plans written with respect to DC-I only) at the beginning of the Annuity Period,
to effect increased Fixed and/or Variable Annuity payments, will be subject to a
sales charge deduction in the maximum amount of 3.50% of such Contribution. (See
"How are Contributions made to establish my Annuity account?" commencing on page
23.)

F. MINIMUM DEATH BENEFITS

    A Minimum Death Benefit is provided in the event of death of the Participant
under   a  Participant's  Individual  Account  prior   to  the  earlier  of  the
Participant's 65th birthday or the  Annuity Commencement Date. (see "What  would
my Beneficiary receive as death proceeds?" commencing on page 20.)

G. ANNUITY OPTIONS

    The  Annuity Commencement Date will not be deferred beyond the Participant's
75th birthday or such earlier date as  may be required by applicable law  and/or
regulation.  If a Contract Owner does not elect otherwise, HL reserves the right
to begin Annuity payments automatically at age 65 under an option providing  for
a  life Annuity with 120 monthly payments  certain. (see "What are the available
Annuity options under the contracts?" commencing  on page 23.) However, HL  will
not  assume responsibility  in determining  or monitoring  minimum distributions
beginning at age 70 1/2. When an Annuity is purchased by a Contract Owner for an
Annuitant, unless otherwise  specified, DC-I or  DC-II Accumulation Unit  Values
will be applied to provide a Variable Annuity under DC-II.

H. DEDUCTIONS FOR PREMIUM TAXES

    Deductions  will be made during the  Accumulation Period and Annuity Period,
as appropriate, for the payment of any Premium Taxes that may be levied  against
the  contract. The range is generally between  0% and 4.00%. (see "Charges Under
The Contract" on page 26.)

I. ASSET CHARGE IN THE SEPARATE ACCOUNT

    During both the Accumulation Period and the Annuity Period a charge is  made
by HL for providing the expense, mortality and administrative undertakings under
the  contracts. With respect to contract values  held in DC-I, such charge is an
annual rate  of  1.10%  (.70% for  mortality,  .15%  for expense  and  .25%  for
administrative  undertakings)  of the  average daily  net  assets of  DC-I. With
respect to contract values held in DC-II such charge is an annual rate of  1.25%
(.85%  for mortality, .15% for expense and .25% for administrative undertakings)
of the average  daily net assets  of DC-II.  The rate charged  for the  expense,
mortality  and administrative  undertakings under  the contracts  may be reduced
(see "Experience  Rating of  Contracts",  page 28).  The  rate charged  for  the
expense, mortality and administrative undertakings may be periodically increased
by HL subject to a maximum annual rate of 2.00%, provided, however, that no such
increase  will occur  unless the Commission  shall have first  approved any such
increase. (See "Charges Under The Contract," page 26.)

J. ANNUAL CONTRACT FEE

    An  Annual  Contract  Fee  may  be   charged  against  the  value  of   each
Participant's  Individual Account under a contract at the end of a Participant's
Contract Year.  The  maximum Annual  Contract  Fee is  $18.00  per year  on  all
contracts.  (See "Charges Under the Contract"  page 26). The Annual Contract Fee
may be reduced or waived (see "Experience Rating of Contracts", page 28).

                                       9
<PAGE>
K. MINIMUM PAYMENT

    The minimum  Contribution  that  may be  made  each  month on  behalf  of  a
Participant's   Individual  Account  under  a  contract  is  $30.00  unless  the
Employer's Plan provides otherwise.

L. PAYMENT ALLOCATION TO DC-I AND DC-II

    The contracts permit the  allocation of Contributions,  in multiples of  ten
percent  of each Contribution among the  several Sub-Accounts of DC-I and DC-II.
The minimum amount that may be allocated to or invested in Accumulation Units of
any Sub-Account in a Separate Account shall not be less than $10.00.

M. VOTING RIGHTS OF CONTRACT OWNERS

    Contract Owners and/or vested  Participants will have the  right to vote  on
matters  affecting the underlying Fund to  the extent that proxies are solicited
by such Fund. If a Contract Owner does not vote, HL shall vote such interest  in
the  same proportion  as shares  of the  Fund for  which instructions  have been
received by HL. (see "What are my voting rights?" commencing on page 37.)

                                       10
<PAGE>
                            ACCUMULATION UNIT VALUES
          (FOR AN ACCUMULATION UNIT OUTSTANDING THROUGHOUT THE PERIOD)

    The  following  information  has  been  examined  by  Arthur  Andersen  LLP,
independent  public  accountants,  whose  report  thereon  is  included  in  the
Statement of Additional Information, which is incorporated by reference to  this
Prospectus.
<TABLE>
<CAPTION>
                                                           YEAR ENDED DECEMBER 31,
                      -------------------------------------------------------------------------------------------------
                        1994     1993     1992      1991      1990      1989      1988      1987      1986      1985
                      -------- -------- -------- ----------  ------- ----------  ------- ----------  ------- ----------
 DC-I (1.25%)
 <S>                  <C>      <C>      <C>      <C>         <C>     <C>         <C>     <C>         <C>     <C>
 BOND FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  3.689 $  3.388 $  3.251 $ 2.827     $ 2.640 $ 2.384     $ 2.244 $ 2.273     $ 2.052 $ 1.722
 Accumulation unit
  value at end of
  period............. $  3.499 $  3.689 $  3.388 $ 3.251     $ 2.827 $ 2.640     $ 2.384 $ 2.244     $ 2.273 $ 2.052
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 9,090    10,092   10,253   10,201      9,871   9,462       9,015   8,461       9,640   8,335
 DC-II (1.25%)
 BOND FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  3.689 $  3.389 $  3.251 $ 2.827     $ 2.641 $ 2.385     $ 2.244 $ 2.273     $ 2.052 $ 1.723
 Accumulation unit
  value at end of
  period............. $  3.500 $  3.689 $  3.389 $ 3.251     $ 2.827 $ 2.641     $ 2.385 $ 2.244     $ 2.273 $ 2.052
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 1,123     992      816     732         724     594         433     320         224     145
 DC-I (1.25%)
 STOCK FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  6.990 $  6.190 $  5.695 $ 4.628     $ 4.875 $ 3.916     $ 3.332 $ 3.201     $ 2.886 $ 2.222
 Accumulation unit
  value at end of
  period............. $  6.773 $  6.990 $  6.190 $ 5.695     $ 4.628 $ 4.875     $ 3.916 $ 3.332     $ 3.201 $ 2.886
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 39,551   37,542   34,861   32,700      29,962  28,198      26,658  25,694      21,622  19,566
 DC-II (1.25%)
 STOCK FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  6.988 $  6.188 $  5.694 $ 4.627     $ 4.874 $ 3.915     $ 3.331 $ 3.200     $ 2.885 $ 2.222
 Accumulation unit
  value at end of
  period............. $  6.771 $  6.988 $  6.188 $ 5.694     $ 4.627 $ 4.874     $ 3.915 $ 3.331     $ 3.200 $ 2.885
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 3,885    3,181    2,517    1,885       1,467   1,156       1,011   951         772     437
 DC-I (1.25%)
 MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  2.450 $  2.410 $  2.354 $ 2.248     $ 2.106 $ 1.954     $ 1.842 $ 1.752     $ 1.661 $ 1.550
 Accumulation unit
  value at end of
  period............. $  2.515 $  2.450 $  2.410 $ 2.354     $ 2.248 $ 2.106     $ 1.954 $ 1.842     $ 1.752 $ 1.661
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 9,548    9,298    9,999    10,936      11,181  8,871       8,703   7,521       6,321   7,068
 DC-II (1.25%)
 MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $  2.447 $  2.407 $  2.351 $ 2.245     $ 2.103 $ 1.951     $ 1.840 $ 1.749     $ 1.659 $ 1.548
 Accumulation unit
  value at end of
  period............. $  2.512 $  2.447 $  2.407 $ 2.351     $ 2.245 $ 2.103     $ 1.951 $ 1.840     $ 1.749 $ 1.659
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands).........  905      886      884     929         881     718         628     389         351     235

<CAPTION>

                         1984        1983       1982
                      ----------  ----------  ---------
 DC-I (1.25%)
 <S>                  <C>         <C>         <C>
 BOND FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 1.541     $ 1.519     $1.318(a)
 Accumulation unit
  value at end of
  period............. $ 1.722     $ 1.541     $1.519
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 8,464       4,693       187
 DC-II (1.25%)
 BOND FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 1.541     $ 1.519     $1.366(b)
 Accumulation unit
  value at end of
  period............. $ 1.723     $ 1.541     $1.519
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 113          88         28
 DC-I (1.25%)
 STOCK FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 2.238     $ 1.989     $1.548(a)
 Accumulation unit
  value at end of
  period............. $ 2.222     $ 2.238     $1.989
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 17,831      10,598      332
 DC-II (1.25%)
 STOCK FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 2.238     $ 1.989     $1.551(c)
 Accumulation unit
  value at end of
  period............. $ 2.222     $ 2.238     $1.989
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 253         141         26
 DC-I (1.25%)
 MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 1.417     $ 1.312     $1.258(d)
 Accumulation unit
  value at end of
  period............. $ 1.550     $ 1.417     $1.312
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 8,416       2,654       2,007
 DC-II (1.25%)
 MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
  value at beginning
  of period.......... $ 1.415     $ 1.310     $1.235(c)
 Accumulation unit
  value at end of
  period............. $ 1.548     $ 1.415     $1.310
 Number of
  accumulation units
  outstanding at
  end of period (in
  thousands)......... 349          67         66
</TABLE>

                                       11
<PAGE>
<TABLE>
<CAPTION>
                                                           YEAR ENDED DECEMBER 31,
                      -------------------------------------------------------------------------------------------------
                        1994     1993     1992      1991      1990      1989      1988      1987      1986      1985
                      -------- -------- -------- ----------  ------- ----------  ------- ----------  ------- ----------
 DC-I (1.25%)
 <S>                  <C>      <C>      <C>      <C>         <C>     <C>         <C>     <C>         <C>     <C>
 ADVISERS FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  2.993 $  2.700 $  2.524 $ 2.123     $ 2.123 $ 1.766     $ 1.566 $ 1.497     $ 1.345 $ 1.074
 Accumulation unit
   value at end of
   period............ $  2.876 $  2.993 $  2.700 $ 2.524     $ 2.123 $ 2.123     $ 1.766 $ 1.566     $ 1.497 $ 1.345
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 126,437  119,064  105,648  93,981      84,223  74,660      62,335  56,502      36,266  22,051
 DC-II (1.25%)
 ADVISERS FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  2.993 $  2.700 $  2.524 $ 2.123     $ 2.123 $ 1.766     $ 1.566 $ 1.497     $ 1.345 $ 1.074
 Accumulation unit
   value at end of
   period............ $  2.876 $  2.993 $  2.700 $ 2.524     $ 2.123 $ 2.123     $ 1.766 $ 1.566     $ 1.497 $ 1.345
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 8,279    7,023    7,323    6,220       5,565   5,227       4,631   4,283       3,357   2,429
 DC-I (1.25%)
 U.S. GOVERNMENT
   MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.718 $  1.694 $  1.661 $ 1.593     $ 1.500 $ 1.400     $ 1.326 $ 1.269     $ 1.209 $ 1.133
 Accumulation unit
   value at end of
   period............ $  1.758 $  1.718 $  1.694 $ 1.661     $ 1.593 $ 1.500     $ 1.400 $ 1.326     $ 1.269 $ 1.209
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 4,783    4,791    5,498    5,979       5,848   4,576       4,576   3,796       3,172   3,014
 DC-II (1.25%)
 U.S. GOVERNMENT
   MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.718 $  1.694 $  1.661 $ 1.593     $ 1.500 $ 1.400     $ 1.326 $ 1.269     $ 1.209 $ 1.133
 Accumulation unit
   value at end of
   period............ $  1.758 $  1.718 $  1.694 $ 1.661     $ 1.593 $ 1.500     $ 1.400 $ 1.326     $ 1.269 $ 1.209
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  483      467      382     381         293     212         163     107         102      77
 DC-I (1.25%)
 CAPITAL APPRECIATION
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  4.204 $  3.524 $  3.050 $ 2.004     $ 2.278 $ 1.858     $ 1.490 $ 1.579     $ 1.467 $ 1.092
 Accumulation unit
   value at end of
   period............ $  4.257 $  4.204 $  3.524 $ 3.050     $ 2.004 $ 2.278     $ 1.858 $ 1.490     $ 1.579 $ 1.467
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 46,086   36,598   25,900   19,437      15,293  13,508      9,970   8,485       6,552   2,485
 DC-II (1.25%)
 CAPITAL APPRECIATION
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  4.204 $  3.524 $  3.050 $ 2.004     $ 2.278 $ 1.858     $ 1.490 $ 1.579     $ 1.467 $ 1.092
 Accumulation unit
   value at end of
   period............ $  4.257 $  4.204 $  3.524 $ 3.050     $ 2.004 $ 2.278     $ 1.858 $ 1.490     $ 1.579 $ 1.467
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 6,923    4,940    3,276    2,113       1,455   1,037       787     664         462     117

<CAPTION>

                         1984        1983       1982
                      ----------  ----------  ---------
 DC-I (1.25%)
 <S>                  <C>         <C>         <C>
 ADVISERS FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.013     $ 1.000(e)  --
 Accumulation unit
   value at end of
   period............ $ 1.074     $ 1.013     --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 14,035      7,971       --
 DC-II (1.25%)
 ADVISERS FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.013     $ 1.000(e)  --
 Accumulation unit
   value at end of
   period............ $ 1.074     $ 1.013     --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 2,266       837         --
 DC-I (1.25%)
 U.S. GOVERNMENT
   MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.045     $ 1.000(e)  --
 Accumulation unit
   value at end of
   period............ $ 1.133     $ 1.045     --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 2,068       944         --
 DC-II (1.25%)
 U.S. GOVERNMENT
   MONEY MARKET FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.045     $ 1.000(e)  --
 Accumulation unit
   value at end of
   period............ $ 1.133     $ 1.045     --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  22           2         --
 DC-I (1.25%)
 CAPITAL APPRECIATION
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.000(f)   --         --
 Accumulation unit
   value at end of
   period............ $ 1.092      --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 113          --         --
 DC-II (1.25%)
 CAPITAL APPRECIATION
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $ 1.000(f)   --         --
 Accumulation unit
   value at end of
   period............ $ 1.092      --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........   5          --         --
</TABLE>

                                       12
<PAGE>
<TABLE>
<CAPTION>
                                                           YEAR ENDED DECEMBER 31,
                      -------------------------------------------------------------------------------------------------
                        1994     1993     1992      1991      1990      1989      1988      1987      1986      1985
                      -------- -------- -------- ----------  ------- ----------  ------- ----------  ------- ----------
 DC-I (1.25%)
 <S>                  <C>      <C>      <C>      <C>         <C>     <C>         <C>     <C>         <C>     <C>
 MORTGAGE SECURITIES
   FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  2.093 $  1.993 $  1.929 $ 1.702     $ 1.571 $ 1.406     $ 1.313 $ 1.296     $ 1.181 $ 1.000(g)
 Accumulation unit
   value at end of
   period............ $  2.034 $  2.093 $  1.993 $ 1.929     $ 1.702 $ 1.571     $ 1.406 $ 1.313     $ 1.296 $ 1.181
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 10,782   11,722   12,046   11,855      10,291  8,919       9,005   8,139       7,902   5,130
 DC-II (1.25%)
 MORTGAGE SECURITIES
   FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  2.093 $  1.993 $  1.929 $ 1.702     $ 1.571 $ 1.406     $ 1.313 $ 1.296     $ 1.181 $ 1.000(g)
 Accumulation unit
   value at end of
   period............ $  2.034 $  2.093 $  1.993 $ 1.929     $ 1.702 $ 1.571     $ 1.406 $ 1.313     $ 1.296 $ 1.181
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  994      942      802     736         582     845         764     598         431     247
 DC-I (1.25%)
 INDEX FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.735 $  1.605 $  1.522 $ 1.190     $ 1.255 $ 0.975     $ 0.850 $ 1.000(h)   --      --
 Accumulation unit
   value at end of
   period............ $  1.738 $  1.735 $  1.605 $ 1.522     $ 1.190 $ 1.255     $ 0.975 $ 0.850      --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 15,356   13,489   11,720   8,519       6,350   3,639       1,946   1,323        --      --
 DC-II (1.25%)
 INDEX FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.735 $  1.605 $  1.522 $ 1.190     $ 1.255 $ 0.975     $ 0.850 $ 1.000(h)   --      --
 Accumulation unit
   value at end of
   period............ $  1.738 $  1.735 $  1.605 $ 1.522     $ 1.190 $ 1.255     $ 0.975 $ 0.850      --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 2,376    1,862    1,437    871         595     275         116      49          --      --
 DC-I (1.25%)
 RESPONSIBLY INVESTED
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.573 $  1.475 $  1.388 $ 1.207     $ 1.173 $ 1.000(i)   --      --          --      --
 Accumulation unit
   value at end of
   period............ $  1.504 $  1.573 $  1.475 $ 1.388     $ 1.207 $ 1.173      --      --          --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 7,899    7,199    5,215    3,508       2,036   629          --      --          --      --
 DC-II (1.25%)
 RESPONSIBLY INVESTED
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.483 $  1.391 $  1.308 $ 1.138     $ 1.106 $ 1.000(i)   --      --          --      --
 Accumulation unit
   value at end of
   period............ $  1.417 $  1.483 $  1.391 $ 1.308     $ 1.138 $ 1.106      --      --          --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  693      498      317     187          94      18          --      --          --      --

<CAPTION>

                         1984        1983       1982
                      ----------  ----------  ---------
 DC-I (1.25%)
 <S>                  <C>         <C>         <C>
 MORTGAGE SECURITIES
   FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-II (1.25%)
 MORTGAGE SECURITIES
   FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-I (1.25%)
 INDEX FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-II (1.25%)
 INDEX FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-I (1.25%)
 RESPONSIBLY INVESTED
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-II (1.25%)
 RESPONSIBLY INVESTED
   FUND SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
</TABLE>

                                       13
<PAGE>
<TABLE>
<CAPTION>
                                                           YEAR ENDED DECEMBER 31,
                      -------------------------------------------------------------------------------------------------
                        1994     1993     1992      1991      1990      1989      1988      1987      1986      1985
                      -------- -------- -------- ----------  ------- ----------  ------- ----------  ------- ----------
 DC-I (1.25%)
 <S>                  <C>      <C>      <C>      <C>         <C>     <C>         <C>     <C>         <C>     <C>
 INTERNATIONAL
   OPPORTUNITIES FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.220 $  0.924 $  0.979 $ 0.877     $ 1.000(j)  --       --      --          --      --
 Accumulation unit
   value at end of
   period............ $  1.181 $  1.220 $  0.924 $ 0.979     $ 0.877  --          --      --          --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 38,270   19,894   8,061    4,663       2,564    --          --      --          --      --
 DC-II (1.25%)
 INTERNATIONAL
   OPPORTUNITIES FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period......... $  1.220 $  0.924 $  0.979 $ 0.877     $ 1.000(j)  --       --      --          --      --
 Accumulation unit
   value at end of
   period............ $  1.181 $  1.220 $  0.924 $ 0.979     $ 0.877  --          --      --          --      --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........ 3,640    1,495     553     220          52      --          --      --          --      --

<CAPTION>

                         1984        1983       1982
                      ----------  ----------  ---------
 DC-I (1.25%)
 <S>                  <C>         <C>         <C>
 INTERNATIONAL
   OPPORTUNITIES FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
 DC-II (1.25%)
 INTERNATIONAL
   OPPORTUNITIES FUND
   SUB-ACCOUNT
 Accumulation unit
   value at beginning
   of period.........  --          --         --
 Accumulation unit
   value at end of
   period............  --          --         --
 Number of
   accumulation units
   outstanding at
   end of period (in
   thousands)........  --          --         --
</TABLE>

                                       14
<PAGE>
                        PERFORMANCE RELATED INFORMATION

    The  Separate Account may advertise  certain performance related information
concerning its Sub-Accounts.  Performance information about  the Sub-Account  is
based  on the Sub-Account's past performance only and is no indication of future
performance.

    The Advisers Fund, Bond Fund, Capital Appreciation Fund, Dividend and Growth
Fund, Index Fund, International Opportunities Fund, Money Market Fund,  Mortgage
Securities  Fund, Responsibly Invested  Fund, Stock Fund,  U.S. Government Money
Market Fund, AMS/TCI Advantage  Fund, AMS/TCI Growth  Fund, AMS/Fidelity VIP  II
Asset Manager Fund, AMS/Fidelity VIP II Contrafund Fund, AMS/Fidelity VIP Growth
Fund,  and AMS/Fidelity VIP Overseas Fund  Sub-Accounts may include total return
in advertisements or other sales material.

    When the  Sub-Account  advertises  its  total return,  it  will  usually  be
calculated  for  one year,  five years,  and  ten years  or some  other relevant
periods if the Sub-Account  has not been  in existence for  at least ten  years.
Total  return  is  measured by  comparing  the  value of  an  investment  in the
Sub-Account at  the  beginning  of the  relevant  period  to the  value  of  the
investment  at the end of  the period (assuming the  deduction of any contingent
deferred sales charge which would be payable if the investment were redeemed  at
the end of the period).

    The  Bond Fund, Mortgage Securities Fund and TCI Advantage Fund Sub-Accounts
may advertise yield in addition to total  return. The yield will be computed  in
the  following manner: The net investment income per unit earned during a recent
one month period is  divided by the unit  value on the last  day of the  period.
This  figure  reflects  the  recurring charges  on  the  Separate  Account level
including the Annual Contract Fee.

    The Money Market Fund and U.S. Government Money Market Fund Sub-Accounts may
advertise yield and effective yield. The yield of the Sub-Account is based  upon
the  income  earned  by  the  Sub-Account  over  a  seven-day  period  and  then
annualized, i.e. the income earned in the  period is assumed to be earned  every
seven  days over a 52-week period and  stated as a percentage of the investment.
Effective yield is calculated similarly  but when annualized, the income  earned
by  the investment  is assumed  to be reinvested  in Sub-Account  units and thus
compounded in the course of a 52-week period. Yield and effective yield  reflect
the  recurring  charges  on  the Separate  Account  level  including  the Annual
Contract Fee.

    Total return at the  Separate Account level  includes all contract  charges:
sales  charges, mortality and expense risk  charges, and the Annual Contract Fee
and is therefore lower than total return  at the Fund level, with no  comparable
charges.  Likewise, yield at  the Separate Account  level includes all recurring
charges (except sales charges),  and is therefore lower  than yield at the  Fund
level, with no comparable charges.

                                       15
<PAGE>
                                  INTRODUCTION

    This  Prospectus  has  been  designed  to  provide  you  with  the necessary
information to make  a decision  on purchasing contracts  issued in  conjunction
with a Deferred Compensation Plan or Qualified Plan of an Employer offered by HL
in  Separate Account DC-I or DC-II.  This Prospectus describes only the elements
of the  contracts  pertaining to  the  variable  portion of  the  contract.  The
contracts  may contain a General  Account option which is  not described in this
Prospectus. Please read the Glossary of Special Terms on pages 5 and 6 prior  to
reading this Prospectus to familiarize yourself with the terms being used.

                        THE DC-I AND DC-II CONTRACT AND
                           SEPARATE ACCOUNT DC-I AND
                          SEPARATE ACCOUNT TWO (DC-II)

WHAT ARE THE DC-I AND DC-II CONTRACTS?

     On contracts issued in conjunction  with a Deferred Compensation Plan of an
  Employer, variable account Contributions are  held in Hartford Life  Insurance
  Company DC Variable Account-I ("DC-I") during the Accumulation Period and in a
  series  of  Hartford Life  Insurance  Company Separate  Account  Two ("DC-II")
  during the Annuity Period.

    On contracts  issued in conjunction  with a Qualified  Plan of an  Employer,
  Contributions  are  held  in DC-II  during  both the  Accumulation  Period and
  Annuity Period.

    The Qualified Plan contracts available with respect to DC-II are limited  to
  voluntary  plans established and  sponsored by Employers  for their Employees.
  Qualified Plans provide a way for an Employer to establish a funded retirement
  plan for its Employees. The contract is normally issued to the Employer or  to
  the trustee or custodian of the Employer's Plan.

     Deferred Compensation Plans provide a way for an Employer and its Employees
  to arrange for eligible employees to  defer a certain portion of their  income
  ("Deferred  Compensation")  to a  determinable future  date and  thereby defer
  current federal  income taxes  on such  deferred compensation  until  actually
  received  by the Employee  according to the  terms of the  Employer's Plan. An
  Employer contemplating the  offering of such  a Plan should  consult with  its
  legal  counsel  with respect  to any  securities aspects  of interest  in such
  Plans. At all  times, the  Employer is  the sole  and exclusive  owner of  the
  contract  issued with respect to the Plan. An Employee electing to participate
  in the Employer's Plan is,  at all times, a  general creditor of the  Employer
  establishing the Plan.

     Contract Owners who have purchased a prior series of contracts may continue
  to make Contributions to such contracts subject to the terms and provisions of
  their contracts. New Participants  may be added to  existing contracts of  the
  prior  series  but no  new  contracts of  that  series will  be  issued. Prior
  Contract Owners are  referred to the  Appendix (commencing on  page 39) for  a
  description  of the  sales charges  and other  expenses applicable  to earlier
  series of contracts.

    During the  Accumulation Period under the  contracts, Contributions made  by
  the Employer to the contracts are used to purchase variable account interests.
  Contributions   allocated  to  purchase  variable  interests  may,  after  the
  deductions described hereafter, be invested  in selected Sub-Accounts of  DC-I
  or DC-II, as appropriate.

WHO CAN BUY THESE CONTRACTS?

      The group  variable annuity  contracts offered  under this  Prospectus are
  offered for use in  connection with plans qualified  under Sections 401(a)  or
  403(a)  of the Internal Revenue Code, including annuity purchase plans adopted
  by public school  systems and  certain tax-exempt  organizations according  to
  Section  403(b) of the  Internal Revenue Code;  annuity purchase plans adopted
  according to  Section 408  of the  Internal Revenue  Code, including  employee
  pension plans established for employees by a

                                       16
<PAGE>
  state,  a political subdivision of a state, or an agency or instrumentality of
  either a state  or a political  subdivision of a  state, and certain  eligible
  deferred  compensation plans as defined in Section 457 of the Internal Revenue
  Code; and  pension or  profit-sharing plans  described in  Section 401(a)  and
  401(k) ("Qualified Contracts").

WHAT ARE THE SEPARATE ACCOUNTS AND HOW DO THEY OPERATE?

     Provision  has been made  for two  different Separate Accounts  (DC-I and a
  series of Separate Account Two ("DC-II")), to be operative during the life  of
  the  contracts  which are  issued  in conjunction  with  Deferred Compensation
  Plans. This arrangement provides for tax  treatment of DC-I which may  provide
  tax  advantages to Deferred  Compensation Plan Contract  Owners. (see "Federal
  Tax Considerations," commencing on page 33.) Provision has been made for DC-II
  only, to be operative during the life of a contract issued in conjunction with
  a Qualified Plan. DC-I and a series of Separate Account Two (DC-II) have  been
  organized as unit investment trust types of investment companies and have been
  registered  as such  with the Commission  under the Investment  Company Act of
  1940, as  amended. The  Separate  Accounts meet  the definition  of  "separate
  account" under federal securities law.

     Registration of the Separate Accounts  with the Commission does not involve
  supervision of  the management  or  investment practices  or policies  of  the
  Separate  Account or  of HL  by the Commission.  However, HL  and the Separate
  Accounts are  subject  to supervision  and  regulation by  the  Department  of
  Insurance of the State of Connecticut.

     Under Connecticut law, the assets  of the Separate Accounts attributable to
  the contracts offered under  this Prospectus are held  for the benefit of  the
  owners  of, and the persons entitled to payments under, those contracts. Also,
  in accordance  with  the  contracts,  the  assets  in  the  Separate  Accounts
  attributable  to  contracts participating  in  the Separate  Accounts  are not
  chargeable with liabilities arising out of any other business HL may  conduct.
  So,  you will not be  affected by the rate of  return of HL's general account,
  nor by the investment performance of any of HL's other separate accounts.

    Your investment  is allocated to  one or more  Sub-Accounts of the  Separate
  Account.  Each  Sub-Account  is  invested exclusively  in  the  assets  of one
  underlying Fund.  Net  Purchase Payments  and  proceeds of  transfers  between
  Sub-Accounts  are applied  to purchase shares  in the appropriate  Fund at net
  asset value determined as of the end of the Valuation Period during which  the
  payments  were received or the transfer  made. All distributions from the Fund
  are reinvested at  net asset value.  The value of  your investment during  the
  Accumulation  Period will therefore vary in accordance with the net income and
  fluctuation in the individual investments within the underlying Fund portfolio
  or portfolios. During the  Variable Annuity payout  period, both your  annuity
  payments and reserve values will vary in accordance with these factors.

     HL DOES NOT GUARANTEE THE INVESTMENT  RESULTS OF THE SUB-ACCOUNTS OR ANY OF
  THE UNDERLYING INVESTMENTS. THERE IS NO ASSURANCE THAT THE VALUE OF A CONTRACT
  DURING THE YEARS PRIOR TO RETIREMENT  OR THE AGGREGATE AMOUNT OF THE  VARIABLE
  ANNUITY  PAYMENTS WILL  EQUAL THE  TOTAL OF  PURCHASE PAYMENTS  MADE UNDER THE
  CONTRACT. SINCE EACH UNDERLYING FUND HAS DIFFERENT INVESTMENT OBJECTIVES, EACH
  IS SUBJECT TO  DIFFERENT RISKS. THESE  RISKS ARE MORE  FULLY DESCRIBED IN  THE
  ACCOMPANYING FUND PROSPECTUS.

    HL reserves the right, subject to compliance with the law, to substitute the
  shares  of any other registered investment company  for the shares of any Fund
  held by the Separate Account. Substitution may occur if shares of the  Fund(s)
  become  unavailable or due to changes  in applicable law or interpretations of
  law. Current law  requires notification to  you of any  such substitution  and
  approval of the Securities and Exchange Commission.

     HL  also reserves the  right, subject to  compliance with the  law to offer
  additional Sub-Accounts with differing investment objectives.

                                       17
<PAGE>
    The Separate Account may be subject to liabilities arising from series whose
  assets are attributable to other  variable annuity contracts or variable  life
  insurance  policies offered by the Separate Account which are not described in
  this Prospectus.

    HL may  offer additional Separate  Account options from  time to time  under
  these  contracts.  Such new  options will  be  subject to  the then  in effect
  charges, fees,  and  or  transfer  restrictions for  the  contracts  for  such
  additional separate accounts.

                           OPERATION OF THE CONTRACT

HOW ARE CONTRIBUTIONS CREDITED?

     A Master Contract  is issued to an  association, Employer or Employer group
  designated entity. Employers participating in  the Master Contract will do  so
  by  executing a Joinder  Agreement through which they  agree to participate in
  the  Master  Contract.  The  provisions  in  the  Master  Contract  are  fully
  applicable  severally to each joining Employer and to Participant's Individual
  Accounts thereunder.  The variable  contracts of  prior series  are no  longer
  issued,  however, Contract Owners may continue  to make Contributions to those
  contracts. Such Contract Owners  should refer to the  Appendix, page 39 for  a
  description  of  the  sales  charges and  other  expenses  applicable  to such
  contracts.

    The net Contributions to a Participant's Individual Account under a contract
  are applied to purchase  Accumulation Units in  the selected Sub-Accounts.  In
  order  to reflect such  Contributions on behalf of  a Participant, except with
  respect to an initial  Contribution, there is  credited to each  Participant's
  Individual  Account under a contract  such Sub-Account Accumulation Units with
  respect to  DC-I or  DC-II, as  appropriate, determined  by dividing  the  net
  Contribution   by  the  appropriate  Accumulation  Unit  value  next  computed
  following receipt of  the payment by  HL at  its home office,  P.O. Box  2999,
  Hartford, Connecticut 06104-2999. With respect to an initial Contribution, the
  net  Contribution is credited  to the Participant's  Individual Account within
  two business  days of  receipt of  a properly  completed application  and  the
  initial Contribution. If an application or any other information is incomplete
  when  received, the  net Contribution  will be  credited to  the Participant's
  Individual Account within five  business days. If  an initial Contribution  is
  not credited within five business days, it will be immediately returned unless
  you  have been informed of the delay  and request that the Contribution not be
  returned. Subsequent payments cannot  be credited on the  same day of  receipt
  unless they are accompanied by adequate instructions.

     The number of  Sub-Account Accumulation Units will  not change because of a
  subsequent change in an Accumulation Unit's value, but the dollar value of  an
  Accumulation  Unit  will  vary to  reflect  the investment  experience  of the
  appropriate Fund  shares  that serve  as  the underlying  investment  for  the
  Sub-Account.

MAY I MAKE CHANGES IN THE AMOUNTS OF MY CONTRIBUTION?

     Yes, however the minimum  Contribution that may be made  at any one time on
  behalf of a Participant during the Accumulation Period under a contract is $30
  unless the Employer's  Plan provides  otherwise. If  the Plan  adopted by  the
  Contract   Owner  so  provides,   the  contract  permits   the  allocation  of
  Contributions, in multiples of 10% among the several Sub-Accounts of DC-I  and
  DC-II.  The  minimum amount  that may  be  allocated to  any Sub-Account  in a
  Separate Account shall not be less than $10. Such changes must be requested in
  writing and will be effected as of the  date the request is received by HL  at
  its home office, P.O. Box 2999, Hartford, Connecticut 06104-2999.

MAY I TRANSFER ASSETS BETWEEN SUB-ACCOUNTS?

     Yes,  during the Accumulation  Period you  may transfer the  values of your
  Sub-Account allocations from one or more Sub-Accounts to another.

    The following transfer restrictions apply to contracts issued or amended  on
  or after May 1, 1992.

                                       18
<PAGE>
     Transfers of  assets presently held  in the General  Account, or which were
  held in the General Account at any time during the preceding 3 months, to  the
  Money  Market  Fund  Sub-Account  or  to  the  U.S.  Government  Money  Market
  Sub-Account are prohibited.

     Similarly, transfers  of assets  presently held  in the  Money Market  Fund
  Sub-Account or U.S. Government Money Market Sub-Account, or which were held in
  either of these two Sub-Accounts or the General Account during the preceding 3
  months, to the General Account are prohibited.

     Such transfers must be requested in  writing and will be effected as of the
  date the  request  is received  by  HL at  its  home office,  P.O.  Box  2999,
  Hartford,  Connecticut 06104-2999.  Each transfer  may be  subject to  a $5.00
  transfer fee (see "Experience Rating of Contracts", page 28).

    In addition, the right, with respect to a Participant's Individual  Account,
  to  transfer  monies between  Sub-Accounts is  subject  to modification  if HL
  determines, in  its sole  opinion, that  the  exercise of  that right  by  the
  Contract  Owner/Participant  is, or  would be,  to  the disadvantage  of other
  Contract Owners/ Participants. Any modification could be applied to  transfers
  to  or from  the same or  all of  the Accounts and  could include,  but not be
  limited to, the requirement  of a minimum time  period between each  transfer,
  not  accepting transfer requests of an agent  acting under a power of attorney
  on behalf of  more than  one Participant or  Contract Owner,  or limiting  the
  dollar  amount  that may  be transferred  between  Sub-Accounts by  a Contract
  Owner/Participant at any  one time. Such  restrictions may be  applied in  any
  manner  reasonably designed to prevent any use  of the transfer right which is
  considered  by   HL   to   be   to  the   disadvantage   of   other   Contract
  Owners/Participants.

WHAT HAPPENS IF THE CONTRACT OWNER FAILS TO MAKE CONTRIBUTIONS?

     A contract will be deemed paid-up within 30 days after any anniversary date
  of the contract if the  Contract Owner has not  remitted a Contribution to  HL
  during  the preceding 12 month period. Effective with a change of the contract
  to paid-up status, no  further Contributions will be  accepted by HL and  each
  Participant's  Individual Account will be considered an inactive account until
  the commencement of Annuity payments or  until the value of the  Participant's
  Individual  Account is disbursed or applied in accordance with the termination
  provisions (see "How  can a contract  be redeemed or  surrendered?" page  20.)
  Once  a contract has been placed on a paid-up status it may not be reinstated.
  Persons receiving Annuity payments at the time of any change to paid-up status
  will continue to receive their payments.

MAY I ASSIGN OR TRANSFER THE CONTRACT?

    The group contracts issued  with respect to Deferred Compensation Plans  may
  be  assigned by the Contract Owner. Some forms of Qualified Plans prohibit the
  assignment of  a contract  or  any interest  therein.  No assignment  will  be
  effective  until  a copy  has been  filed at  the offices  of HL  at Hartford,
  Connecticut, prior to  settlement for  HL's liability under  the contract.  HL
  assumes   no  responsibility  for  the   validity  of  any  such  assignments.
  Participants may not assign their individual account interests.

HOW DO I KNOW WHAT MY ACCOUNT IS WORTH?

     The value  of  the Accumulation  Units in  DC-I  or DC-II  representing  an
  interest  in the appropriate Fund shares that are held under the contract were
  initially established on the date that Contributions were first contributed to
  the appropriate  Sub-Account  of  the  Separate  Account.  The  value  of  the
  respective  Accumulation  Units  for  any  subsequent  day  is  determined  by
  multiplying the  Accumulation Unit  value for  the preceding  day by  the  net
  investment  factor of the appropriate  Sub-Accounts, as appropriate. (see "How
  is the Accumulation Unit value determined?" page 20.)

    The value of a Participant's Individual Account under a contract at any time
  prior to the commencement of Annuity payments can be determined by multiplying
  the total number of Sub-Account Accumulation Units credited to a Participant's
  Individual Account by the current  Accumulation Unit value for the  respective
  Sub-Account.  There is  no assurance that  the value in  the Sub-Accounts will
  equal or  exceed  the  Contributions  made  by  the  Contract  Owner  to  such
  Sub-Accounts.

                                       19
<PAGE>
HOW IS THE ACCUMULATION UNIT VALUE DETERMINED?

     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 dividends or capital gains by that Fund if the ex-dividend
  date occurs 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
  and subtracting from that amount the amount of any charges assessed during the
  Valuation Period then ending. You should refer to the Prospectuses for each of
  the  Funds which accompany this Prospectus for a description of how the assets
  of each Fund are valued since each  determination has a direct bearing on  the
  Accumulation  Unit  value of  the  Sub-Account and  therefore  the value  of a
  contract.

HOW ARE THE UNDERLYING FUND SHARES VALUED?

    The shares of  the Fund are valued  at net asset value  on a daily basis.  A
  complete  description of the valuation method  used in valuing Fund shares may
  be found in the accompanying Prospectus of each Fund.

                              PAYMENT OF BENEFITS

WHAT WOULD MY BENEFICIARY RECEIVE AS DEATH PROCEEDS?

    The  contracts provide that  in the  event the Participant  dies before  the
  selected  Annuity  Commencement Date  or the  Participant's age  65 (whichever
  occurs first) the Minimum Death Benefit  payable on such contract will be  the
  greater of (a) the value of the Participant's Individual Account determined as
  of  the day written  proof of death of  such person is received  by HL, or (b)
  100% of the  total Contributions made  to such Account,  reduced by any  prior
  partial surrenders.

     The benefit may  be taken by the  Contract Owner in a  single sum, in which
  case payment will be made  within seven days of receipt  of proof of death  by
  HL,  unless subject to postponement as explained  below. In lieu of payment in
  one sum, a Contract Owner may elect that the amount be applied, subject to the
  suspension provisions described below, under  any one of the optional  Annuity
  forms  provided under DC-II (see "What are the available Annuity options under
  the contracts?" commencing  on page  23) to  provide Annuity  payments to  the
  Beneficiary.

     An election to receive death benefits  under a form of Annuity must be made
  prior to a lump sum settlement with HL and within one year after the death  by
  written notice to HL at its offices in Hartford, Connecticut. Benefit proceeds
  due on death may be applied to provide variable payments, fixed payments, or a
  combination  of variable  and fixed payments.  No election  to provide Annuity
  payments will become operative unless the initial Annuity payment is at  least
  $20.00  on either a  variable or fixed basis,  or $20.00 on  each basis when a
  combination benefit is elected. The manner  in which the Annuity payments  are
  determined  and in  which they may  vary from month  to month are  the same as
  applicable to a Participant's Individual  Account after retirement. (see  "How
  are contributions made to establish my Annuity account?" page 23.)

HOW CAN A CONTRACT BE REDEEMED OR SURRENDERED?

    THERE ARE CERTAIN RESTRICTIONS ON SECTION 403(B) TAX-SHELTERED ANNUITIES. AS
  OF  DECEMBER 31, 1988,  ALL SECTION 403(B)  ANNUITIES HAVE LIMITS  ON FULL AND
  PARTIAL SURRENDERS. CONTRIBUTIONS TO THE CONTRACT MADE AFTER DECEMBER 31, 1988

                                       20
<PAGE>
  AND ANY INCREASES IN CASH VALUE AFTER DECEMBER 31, 1988 MAY NOT BE DISTRIBUTED
  UNLESS THE CONTRACT OWNER/EMPLOYEE HAS (A) ATTAINED AGE 59 1/2, (B) TERMINATED
  EMPLOYMENT, (C)  DIED,  (D)  BECOME  DISABLED  OR  (E)  EXPERIENCED  FINANCIAL
  HARDSHIP.

    DISTRIBUTIONS DUE TO FINANCIAL HARDSHIP OR SEPARATION FROM SERVICE MAY STILL
  BE SUBJECT TO A PENALTY TAX OF 10%.

    HL WILL NOT ASSUME ANY RESPONSIBILITY IN DETERMINING WHETHER A WITHDRAWAL IS
  PERMISSIBLE,  WITH OR WITHOUT TAX PENALTY,  IN ANY PARTICULAR SITUATION; OR IN
  MONITORING WITHDRAWAL REQUESTS REGARDING PRE  OR POST JANUARY 1, 1989  ACCOUNT
  VALUES.

     On  termination of  Contributions to  a contract  by the  Contract Owner on
  behalf of a Participant  prior to the selected  Annuity Commencement Date  for
  such Participant, the Contract Owner will have the following options:

     1.To  continue  a  Participant's  Individual  Account  in  force  under the
       contract. Under this option, when the selected Annuity Commencement  Date
    arrives, the Contract Owner will begin to receive Annuity payments under the
    selected  Annuity option  under the contract.  (See "What  are the available
    Annuity options under the contracts?" commencing on page 23.) At any time in
    the interim,  a  Contract Owner  may  surrender a  Participant's  Individual
    Account for a lump sum cash settlement in accordance with 3. below.

     2.To  provide Annuity payments  immediately. The values  in a Participant's
       Individual Account may be applied, subject to contractual provisions,  to
    provide  for Fixed or  Variable Annuity payments,  or a combination thereof,
    commencing  immediately,  under  the  selected  Annuity  option  under   the
    contract. (See "What are the available Annuity options under the contracts?"
    commencing on page 23.)

     3.To  surrender a Participant's Individual Account under the contract for a
       lump sum cash settlement, in which event the Annual Contract Fee and  any
    applicable contingent deferred sales charges will be deducted. (See "How are
    the  charges under these contracts made?" commencing on page 26.) The amount
    received will be the net termination value next computed after receipt by HL
    at its home office, P.  O. Box 2999, Hartford,  CT 06104-2999, of a  written
    surrender  request for complete surrender. Payment  will normally be made as
    soon as possible but not later than seven days after the written request  is
    received by HL.

     4.In  the case of a partial surrender  the amount requested is either taken
       out  of  the  specified  Sub-Account(s)  or  if  no  Sub-Account(s)   are
    specified,   the   requested  amount   is  taken   out  of   all  applicable
    Sub-Account(s) on  a pro  rata basis.  Within this  context, the  contingent
    deferred  sales charges are  taken as a percentage  of the amount withdrawn.
    (see "How are  the charges  under these contracts  made?" page  26.) If  the
    contingent  deferred sales charges have been  experience rated (see "How are
    the charges under these contracts made?", page 26), any amounts not  subject
    to  the contingent  deferred sales charge  will be deemed  to be surrendered
    last.

CAN PAYMENT OF THE REDEMPTION OR SURRENDER VALUE EVER BE POSTPONED BEYOND THE
SEVEN DAY PERIOD?

    Yes. It may be postponed whenever (a) the New York Stock Exchange is closed,
  except for holidays or weekends, or trading on the New York Stock Exchange  is
  restricted  as determined by  the Securities and  Exchange Commission; (b) the
  Securities and Exchange Commission permits postponement and so orders; or  (c)
  the  Securities and  Exchange Commission  determines that  an emergency exists
  making valuation  of the  amounts  or disposal  of securities  not  reasonably
  practicable.

                                       21
<PAGE>
MAY I SURRENDER ONCE ANNUITY PAYMENTS HAVE STARTED?

      Except with  respect  to Option  5 (on  a  variable payout),  once Annuity
  payments have  commenced for  an Annuitant,  no surrender  of a  life  Annuity
  benefit  can be made  for the purpose  of receiving a  partial withdrawal or a
  lump sum settlement in  lieu thereof. Any  surrender out of  Option 5 will  be
  subject to contingent deferred sales charges, if applicable.

ARE THERE DIFFERENCES IN THE CONTRACT RELATED TO THE TYPE OF PLAN IN WHICH THE
PARTICIPANT IS ENROLLED?

     Annuity Rights are provided under contracts issued only in conjunction with
  Deferred Compensation Plans, with respect to DC-I only, entitling the Contract
  Owner to have Annuity payments at the  rates set forth in the contract at  the
  time  of issue. Such  rates will be made  applicable to all  amounts held in a
  Participant's Individual Account during the Annuity Period under such contract
  which do  not  exceed five  times  the  gross Contributions  made  during  the
  Accumulation  Period  with respect  to  such Participant's  Individual Account
  thereunder. To the extent that the value of a Participant's Individual Account
  at the end  of the  Accumulation Period is  insufficient to  fund the  Annuity
  Rights  provided, the Contract Owner shall  have the right to apply additional
  Contributions to  the values  held in  a Participant's  Individual Account  in
  order  to exercise all of  the Annuity Rights provided.  Any amounts in excess
  thereto may be applied by HL at Annuity rates then being offered by HL.

CAN A CONTRACT BE SUSPENDED BY A CONTRACT OWNER?

    A contract may be suspended  by the Contract Owner by giving written  notice
  at  least 90 days prior to the effective  date of such suspension to HL at its
  home office, P. O. Box 2999, Hartford, Connecticut 06104-2999. A contract will
  be suspended automatically on its anniversary  if the Contract Owner fails  to
  assent  to any modification of a contract, as described under the caption "Can
  a contract be modified?" which modifications would have become effective on or
  before that anniversary.  Upon suspension, Contributions  will continue to  be
  accepted  by HL under the contract, and  subject to the terms thereof, as they
  are applicable to Participant's Individual Accounts under the contracts  prior
  to such suspension, but no Contributions will be accepted on behalf of any new
  Participant's  Individual Accounts. Annuitants  at the time  of any suspension
  will continue to receive their Annuity payments. The suspension of a  contract
  will  not  preclude  the  Contract  Owner's  applying  existing  Participant's
  Individual Accounts under DC-I  or DC-II, as appropriate,  to the purchase  of
  Fixed or Variable Annuity benefits.

HOW DO I ELECT AN ANNUITY COMMENCEMENT DATE AND FORM OF ANNUITY?

     The Contract Owner selects an  Annuity Commencement Date, usually between a
  Participant's 50th  and 75th  birthdays, and  an Annuity  Option. The  Annuity
  Commencement  Date may not be deferred beyond a Participant's 75th birthday or
  such earlier date as may be required by applicable law and/or regulation.  The
  Annuity  Commencement Date and/or the Annuity  option may be changed from time
  to time, but any such change must be  made at least 30 days prior to the  date
  on  which  Annuity  payments are  scheduled  to begin.  Annuity  payments will
  normally be made on the first business day of each month.

    The contract contains five optional  annuity forms which may be selected  on
  either  a Fixed  or Variable  Annuity basis,  or a  combination thereof.  If a
  Contract Owner  does not  elect  otherwise, HL  reserves  the right  to  begin
  Annuity  payments at age 65 under Option  2 with 120 monthly payments certain.
  However, HL  will  not  assume responsibility  in  determining  or  monitoring
  minimum distributions beginning at age 70 1/2.

     When an Annuity  is purchased by a Contract  Owner for an Annuitant, unless
  otherwise specified, DC-I or DC-II Accumulation Unit values will be applied to
  provide a Variable Annuity under DC-II.

                                       22
<PAGE>
WHAT IS THE MINIMUM AMOUNT THAT I MAY SELECT FOR AN ANNUITY PAYMENT?

    The minimum Annuity payment is $20.00. No election may be made which results
  in a first payment of less than $20.00. If at any time Annuity payments are or
  become  less than $20.00, HL has the  right to change the frequency of payment
  to intervals that will result in payments of at least $20.00.

HOW ARE CONTRIBUTIONS MADE TO ESTABLISH MY ANNUITY ACCOUNT?

    During  the Annuity  Period, contract  values and  any allowable  additional
  Contributions  made by the Contract Owner for the purpose of effecting Annuity
  payments under the contract (Deferred Compensation Plans Only) are, based upon
  the information  received  from  the  Contract  Owner,  applied  to  establish
  Annuitant's  Accounts under the contracts to provide Fixed or Variable Annuity
  payments.

     At the  end of  the Accumulation  Period with  respect to  a  Participant's
  Individual  Account there is an automatic transfer of all DC-I values to DC-II
  which are used to establish Annuitant's  Accounts with respect to DC-II.  Such
  transfer  will be effected by a transfer of ownership of DC-I interests in the
  underlying securities  to  DC-II.  The value  of  a  Participant's  Individual
  Account  that is transferred to DC-II hereunder will be without application of
  any sales charges  or other  expenses, with  the exception  of any  applicable
  Premium  Taxes.  DC-II  values held  during  the Accumulation  Period  under a
  contract are retained in DC-II.

    In addition  to having the  right to allocate the  value of a  Participant's
  Individual Account held in the Separate Account during the Accumulation Period
  to  establish an  Annuitant's Account  during the  Annuity Period,  a Deferred
  Compensation Plan  Contract  Owner  (with  respect to  DC-I,  only)  may  make
  additional  Contributions  at  the beginning  of  the Annuity  Period  for the
  purpose of effecting  increased Annuity  payments for  Participants. All  such
  additional  Contributions shall be subject to  a deduction for sales expenses,
  as well as any applicable Premium Taxes as follows:

<TABLE>
<CAPTION>
                                                                 TOTAL
 ADDITIONAL CONTRIBUTION TO AN ANNUITANT'S ACCOUNT             DEDUCTION
 ------------------------------------------------------------  ----------
 <S>                                                           <C>
     On the first $50,000....................................     .50   %
     On the next $50,000.....................................    2.00   %
     On the excess over $100,000.............................    1.00   %
</TABLE>

WHAT ARE THE AVAILABLE ANNUITY OPTIONS UNDER THE CONTRACTS?

    OPTION 1: LIFE ANNUITY

    A Life Annuity  is an Annuity payable during  the lifetime of the  Annuitant
  and  terminating  with the  last monthly  payment preceding  the death  of the
  Annuitant. Life  Annuity Options  (Options  1-4) offer  the maximum  level  of
  monthly  payments  of any  of the  options since  there is  no guarantee  of a
  minimum number of payments nor  a provision for a  death benefit payable to  a
  Beneficiary.

     It would be possible under this option for an Annuitant to receive only one
  Annuity payment  if he  died  prior to  the due  date  of the  second  Annuity
  payment, two if he died before the due date of the third Annuity payment, etc.

    *OPTION 2: LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN

     This Annuity option is an Annuity payable monthly during the lifetime of an
  Annuitant with the provision that if, at the death of the Annuitant,  payments
  have  been made  for less than  120, 180 or  240 months, as  elected, then the
  present value as of the date of the Participant's death at the current  dollar
  amount  at the date of death of any remaining guaranteed monthly payments will
  be paid in one sum to the Beneficiary or Beneficiaries designated unless other
  provisions will have been made and approved by HL.

                                       23
<PAGE>
    *OPTION 3: UNIT REFUND LIFE ANNUITY

    This Annuity option is an Annuity payable monthly during the lifetime of the
  Annuitant terminating with  the last  payment due prior  to the  death of  the
  Annuitant except that an additional payment will be made to the Beneficiary or
  Beneficiaries if (a) below exceeds (b) below:

                        total amount applied under the option
 (a)  =                    at the Annuity Commencement Date
         --------------------------------------------------------------------
                 Annuity Unit value at the Annuity Commencement Date

         number of Annuity Units represented            number of monthly
 (b)  =  by each monthly Annuity payment made     X     Annuity payments made

    The amount of the additional payments will be determined by multiplying such
  excess  by  the Annuity  Unit value  as of  the  date that  proof of  death is
  received by HL.

    OPTION 4: JOINT AND LAST SURVIVOR ANNUITY

    An Annuity payable monthly during the joint lifetime of the Annuitant and  a
  designated  second person, and thereafter during the remaining lifetime of the
  survivor, ceasing with the last payment prior to the death of the survivor.

    It  would be  possible under  this Option  for an  Annuitant and  designated
  second  person in the event of the common or simultaneous death of the parties
  to receive only one payment  in the event of death  prior to the due date  for
  the second payment and so on.

    *OPTION 5: PAYMENTS FOR A DESIGNATED PERIOD

      An amount  payable monthly  for the  number of  years selected.  Under the
  contracts the minimum number of years is five.

    In the  event of the Annuitant's  death prior to the  end of the  designated
  period,  any then remaining balance of proceeds will be paid in one sum to the
  Beneficiary or Beneficiaries designated unless other provisions will have been
  made and approved  by HL. Option  5 is an  option that does  not involve  life
  contingencies and thus no mortality guarantee.

     Surrenders are subject to the limitations set forth in the contract and any
  applicable contingent  deferred sales  charges. (see  "How are  charges  under
  these contracts made?" page 26.)

* ON  QUALIFIED PLANS, OPTIONS 2,  3 AND 5 ARE  AVAILABLE ONLY IF THE GUARANTEED
  PAYMENT PERIOD IS LESS THAN THE LIFE  EXPECTANCY OF THE ANNUITANT AT THE  TIME
  THE  OPTION BECOMES EFFECTIVE.  SUCH LIFE EXPECTANCY SHALL  BE COMPUTED ON THE
  BASIS OF THE MORTALITY TABLE PRESCRIBED BY THE IRS, OR IF NONE IS  PRESCRIBED,
  THE MORTALITY TABLE THEN IN USE BY HL.
- --------------------------------------------------------------------------------
UNDER  ANY OF THE ANNUITY OPTIONS ABOVE,  EXCEPT OPTION 5 (ON A VARIABLE BASIS),
NO SURRENDERS ARE PERMITTED AFTER ANNUITY PAYMENTS COMMENCE.
- --------------------------------------------------------------------------------

HOW ARE VARIABLE ANNUITY PAYMENTS DETERMINED?

    The value of the Annuity  Unit for each Sub-Account in the Separate  Account
  for  any day is determined  by multiplying the value  for the preceding day by
  the product of  (1) the net  investment factor (see  "How is the  Accumulation
  Unit  value determined?"  commencing on  page 20)  for the  day for  which the
  Annuity Unit value  is being calculated,  and (2) a  factor to neutralize  the
  assumed net investment rate discussed below.

      When  Annuity payments  are  to commence,  the  value of  the  contract is
  determined as the product  of the value of  the Accumulation Unit credited  to
  each  Sub-Account  as of  the  close of  business  on the  fifth  business day
  preceding the  date  the  first Annuity  payment  is  due and  the  number  of
  Accumulation  Units credited to each Sub-Account as of the date the Annuity is
  to commence.

                                       24
<PAGE>
     The contract  contains tables  indicating the  dollar amount  of the  first
  monthly  payment under the optional forms of  Annuity for each $1,000 of value
  of a Sub-Account under a contract. The first monthly payment varies  according
  to  the form of Annuity selected. The contract contains Annuity tables derived
  from the 1983a  Individual Annuity  Mortality Table with  an assumed  interest
  rate  ("A.I.R.") of 4.00% or 5.00% per  annum. The total first monthly Annuity
  payment is  determined by  multiplying the  value (expressed  in thousands  of
  dollars) of a Sub-Account (less any applicable Premium Taxes) by the amount of
  the  first monthly payment per $1,000 of value obtained from the tables in the
  contracts. With respect  to fixed  annuities only,  the current  rate will  be
  applied if it is higher than the rate under the tables in the contracts.

    Level Annuity payments would be provided if the net investment rate remained
  constant and equal to the A.I.R. In fact, payments will vary up or down in the
  proportion  that the net investment  rate varies up or  down from the A.I.R. A
  higher assumed interest  rate may produce  a higher initial  payment but  more
  slowly  rising and more rapidly falling subsequent payments than would a lower
  interest rate assumption.

    The  amount of the  first monthly Annuity  payment, determined as  described
  above,  is  divided  by the  value  of  an Annuity  Unit  for  the appropriate
  Sub-Account as of the  close of business on  the fifth business day  preceding
  the  day on  which the  payment is  due in  order to  determine the  number of
  Annuity Units represented by the first  payment. This number of Annuity  Units
  remains  fixed during  the Annuity  Period, and  in each  subsequent month the
  dollar amount of the Annuity payment  is determined by multiplying this  fixed
  number of Annuity Units by the then current Annuity Unit value.

     The Annuity  payments will be made  on the date  selected. The Annuity Unit
  value used in calculating the amount of the Annuity payments will be based  on
  an Annuity Unit value determined as of the close of business on a day not more
  than the fifth business day preceding the date of the Annuity payment.

    In order to comply with the requirements of the Supreme Court decision dated
  July  6, 1983, in the case of Norris vs. Arizona Governing Committee, HL will,
  with respect to all contracts which have been issued with sex distinct  rates,
  increase the guaranteed Annuity rates provided for females under the contracts
  to  the guaranteed Annuity rate provided for males. Thus, there will no longer
  be any  sex distinct  Annuity  rates with  respect  to those  contracts.  With
  respect  to new contracts, Annuity rates will be based on a guaranteed Annuity
  rate table which is identical for both males and females.

    Here is an example of how a variable annuity is determined:

                       ILLUSTRATION OF ANNUITY PAYMENTS:
            (UNISEX) AGE 65, LIFE ANNUITY WITH 120 PAYMENTS CERTAIN

<TABLE>
 <C> <S>                                                         <C>
  1. Net amount applied........................................  $ 139,782.50
  2. Initial monthly income per $1,000 of payment applied......          6.13
  3. Initial monthly payment (1 X 2  DIVIDED BY 1,000).........        856.87
  4. Annuity Unit Value........................................         3.125
  5. Number of monthly annuity units (3  DIVIDED BY 4).........       274.198
  6. Assume annuity unit value of second month equal to........         2.897
  7. Second monthly payment (6 X 5)............................        794.35
  8. Assume annuity unit value for third month equal to........         3.415
  9. Third month payment (8 X 5)...............................        936.39
</TABLE>

    The above  figures are simply  to illustrate the  calculation of a  variable
  annuity  and have no bearing  on the actual historical  record of any Separate
  Account.

CAN A CONTRACT BE MODIFIED?

    The contracts may, subject to any federal and state regulatory restrictions,
  be modified at any  time by written agreement  between the Contract Owner  and
  HL. No modification will affect the amount or

                                       25
<PAGE>
  term  of any Annuities begun prior to  the effective date of the modification,
  unless it is required to conform the  contract to, or give the Contract  Owner
  the benefit of, any federal or state statutes or any rule or regulation of the
  U.S. Treasury Department or Internal Revenue Service.

     On or after the fifth anniversary  of any contract HL may change, from time
  to time, any or all  of the terms of the  contracts by giving 90 days  advance
  written  notice  to  the  Contract  Owner,  except  that  the  Annuity tables,
  guaranteed interest rates and the contingent deferred sales charges which  are
  applicable at the time a Participant's Individual Account is established under
  a  contract, will continue  to be applicable. In  addition, the limitations on
  the  deductions   for  the   Mortality,  Expense   Risks  and   Administrative
  Undertakings  and  the  Annual Contract  Fee  will  continue to  apply  in all
  Contract Years.

    HL reserves the right to modify the contract, but only if such modification:
  (i) is necessary to make the contract or the Separate Account comply with  any
  law  or regulation issued by a governmental  agency to which HL is subject; or
  (ii) is necessary to assure continued qualification of the contract under  the
  Code  or  other federal  or  state laws  relating  to retirement  annuities or
  annuity contracts; or (iii) is necessary to reflect a change in the  operation
  of  the Separate  Account or the  Sub-Account(s); or  (iv) provides additional
  Separate Account options; or  (v) withdraws Separate  Account options. In  the
  event of any such modification HL will provide notice to the Contract Owner or
  to  the  payee(s) during  the  Annuity period.  HL  may also  make appropriate
  endorsement in the contract to reflect such modification.

                           CHARGES UNDER THE CONTRACT

HOW ARE THE CHARGES UNDER THESE CONTRACTS MADE?

     No deduction  for  sales expense  is  made at  the  time of  allocation  of
  Contributions  to  the contracts.  A deduction  for contingent  deferred sales
  charges is made if there is any surrender of contract values during the  first
  12  Participant Contract  Years. During the  first 6 years  thereof, a maximum
  deduction of 7% will be  made against the full  amount of any such  surrender.
  During  the  next 6  years thereof,  a maximum  deduction of  5% will  be made
  against the full amount of any such  surrender. Such charges will in no  event
  ever  exceed  8.50%  when applied  as  a  percentage against  the  sum  of all
  Contributions to a Participant's Individual Account. The amount or term of the
  contingent deferred sales  charge may  be reduced (see  "Experience Rating  of
  Contracts", page 28).

     In the case of a redemption in which you request a certain dollar amount be
  withdrawn, the sales  charge is  deducted from  the amount  withdrawn and  the
  balance  is paid to you. Example: You request a total withdrawal, your account
  value is $1,000 and the applicable sales load is 5%. Your Sub-Account(s)  will
  be  surrendered and you  will receive $950 (i.e.,  the $1,000 total withdrawal
  less the 5% sales charge). This is  the method applicable on a full  surrender
  of  your contract. In the case of a partial redemption in which you request to
  receive a specified amount, the sales  charge will be calculated on the  total
  amount that must be withdrawn from your Sub-Account(s) in order to provide you
  with  the amount  requested. Example:  You request  to receive  $1,000 and the
  applicable sales load is 5%. Your Sub-Account(s) will be reduced by  $1,052.63
  (i.e.,  a total withdrawal of $1,052.63 which results in a $52.63 sales charge
  ($1,052.63 X 5%) and a net amount paid to you of $1,000 as requested).

    HL reserves the right to limit  any increase in the Contributions made to  a
  Participant's  Individual Account  under any contract  to not  more than three
  times the total Contributions  made on behalf of  such Participant during  the
  initial  12 consecutive  months following the  Date of  Coverage. Increases in
  excess of those described  will be accepted  only with the  consent of HL  and
  subject to the then current deductions being made under the contracts.

IS THERE EVER A TIME WHEN THE SALES CHARGES DO NOT APPLY?

      No  deduction  for  contingent deferred  sales  charges  will  be  made on
  contracts: (1) in the event of death of  a Participant, (2) if the value of  a
  Participant's  Individual  Account  is paid  out  under one  of  the available
  Annuity options under the  contracts (except that a  surrender out of  Annuity
  Option 5 is

                                       26
<PAGE>
  subject to sales charges, if applicable) or (3) if on Public Employee Deferred
  Compensation  Plans only, a  Participant in a Plan  makes a financial hardship
  withdrawal as defined in the Regulations issued by the IRS with respect to the
  IRC Section  457 governmental  deferred compensation  plans. The  Plan of  the
  Employer  must also provide for such hardship withdrawals. Participants with a
  Date of Coverage prior to October 15, 1986 may withdraw up to 10% of the value
  of their  Individual  Account on  a  non-cumulative basis  each  Participant's
  Contract  Year, after  the first,  without application  of contingent deferred
  sales charges. Participant's with a Date  of Coverage on or after October  15,
  1986 do not have this 10% withdrawal privilege.

WHAT DO THE SALES CHARGES COVER?

     The  contingent deferred  sales charges, when  applicable, will  be used to
  cover expenses  relating  to  the  sale and  distribution  of  the  contracts,
  including  commissions  paid to  any distribution  organization and  its sales
  personnel, the  cost  of  preparing sales  literature  and  other  promotional
  activities.  It is anticipated that gross commissions  paid on the sale of the
  contracts will  not exceed  5% of  a Contribution.  To the  extent that  these
  charges  do not cover such distribution expenses they will be borne by HL from
  its general assets, including  surplus or possible  profit from mortality  and
  expense risk charges.

WHAT IS THE MORTALITY, EXPENSE RISK AND ADMINISTRATIVE CHARGE?

     Although Variable  Annuity payments made  under the contracts  will vary in
  accordance with the investment performance of the underlying Fund shares  held
  in  the Sub-Account(s), the payments  will not be affected  by (a) HL's actual
  mortality experience among Annuitants before  or after retirement or (b)  HL's
  actual  expenses, including  certain administrative expenses,  if greater than
  the deductions  provided for  in  the contracts  because  of the  expense  and
  mortality undertakings by HL.

     In providing an expense undertaking with respect to both DC-I and DC-II, HL
  assumes the risk that  the deductions for  contingent deferred sales  charges,
  and  the Annual Contract Fee under the  contracts may be insufficient to cover
  the actual future costs.

    The mortality undertaking provided  by HL under the contracts, assuming  the
  selection  of one of the  forms of life annuities,  is to make monthly Annuity
  payments  (determined  in  accordance  with  the  annuity  tables  and   other
  provisions  contained  in  the  contract) to  Contract  Owners  on Annuitants'
  Accounts regardless of how long all Annuitants may live and regardless of  how
  long  all Annuitants as a group may  live. This undertaking assures a Contract
  Owner that neither the  longevity of an Annuitant  nor an improvement in  life
  expectancy  will have any  adverse effect on the  monthly Annuity payments the
  Employee will receive under the contract. It thus relieves the Contract  Owner
  from   the  risk  that  Participants  in  the  Plan  will  outlive  the  funds
  accumulated. The  mortality undertaking  is based  on HL's  present  actuarial
  determination of expected mortality rates among all Annuitants.

      If  actual  experience  among  Annuitants  deviates  from  HL's  actuarial
  determination of  expected  mortality rates  among  Annuitants because,  as  a
  group,  their longevity  is longer than  anticipated, HL  must provide amounts
  from its general funds to fulfill  its contract obligations. In that event,  a
  loss  will fall on HL. Conversely, if longevity among Annuitants is lower than
  anticipated, a  gain will  result to  HL. HL  also assumes  the liability  for
  payment of the Minimum Death Benefit provided under the contract.

     The  administrative undertaking provided  by HL assures  the Contract Owner
  that administration  will  be  provided  throughout the  entire  life  of  the
  contract.

     For assuming  these risks HL  presently charges 1.10%  (.70% for mortality,
  .15% for  expense and  .25% for  administrative undertakings)  of the  average
  daily  net assets of DC-I and 1.25%  (.85% for mortality, .15% for expense and
  .25% for  administrative undertakings)  of  the average  daily net  assets  of
  DC-II,  as  appropriate.  The  rate charged  for  the  expense,  mortality and
  administrative  undertakings  under   the  contracts  may   be  reduced   (see
  "Experience  Rating of Contracts", page 28). The rate charged for the expense,
  mortality and administrative undertakings may be periodically increased by  HL
  subject  to a maximum  annual rate of  2.00%, provided, however,  that no such
  increase will  occur unless  the  Commission shall  have first  approved  such
  increase.

                                       27
<PAGE>
ARE THERE ANY OTHER ADMINISTRATIVE CHARGES?

      There may  be an  Annual Contract  Fee  deduction from  the value  of each
  Participant's Individual  Account  under  the contracts.  The  maximum  Annual
  Contract  Fee is $18  per year but  may be reduced  or waived (see "Experience
  Rating of Contracts", page 28).

    The Annual Contract Fee will be deducted from the value of each such Account
  on the  last  business  day  of each  Participant's  Contract  Year  provided,
  however,  that if the value of  a Participant's Individual Account is redeemed
  in full at any time before the last business day of the Participant's Contract
  Year, then the Annual Contract Fee  charge will be deducted from the  proceeds
  of  such redemption.  No deduction  for the Annual  Contract Fee  will be made
  during the Annuity Period under the contracts.

    In  the event that  the contract contains  a General Account  option or  the
  contract is issued in conjunction with a separate HL General Account contract,
  the  Annual Contract Fee  as described above  will be charged  against DC-I or
  DC-II (as applicable) and the General Account contract or option on a pro rata
  basis.

EXPERIENCE RATING OF CONTRACTS

    Certain of the charges and fees described in this Prospectus may be  reduced
  ("experience   rated")  for  contracts  depending   on  the  total  number  of
  Participants, the  total  of  all  Participants'  Individual  Accounts  and/or
  anticipated  present  or future  expense levels.  HL,  in its  discretion, may
  experience rate a contract (either  prospectively or retrospectively) by:  (1)
  reducing  the  amount  or term  of  any applicable  contingent  deferred sales
  charge, (2) reducing the  amount of, or waiving  the Annual Contract Fee,  (3)
  reducing the Transfer Fee, (4) reducing the mortality and expense risk charge,
  or  (5) by any combination of the  above. Reductions in these charges will not
  be unfairly discriminatory against any person, including the affected Contract
  Owners/Participants funded by the Separate Account. Experience rating  credits
  have been given on certain cases.

HOW MUCH ARE THE DEDUCTIONS FOR PREMIUM TAXES ON THESE CONTRACTS?

     A  deduction is also  made for Premium  Taxes, if applicable,  imposed by a
  state or  other governmental  entity.  Certain states  impose a  Premium  Tax,
  ranging  up to 4.00%. On any contract subject  to a Premium Taxes, HL will pay
  the taxes  imposed by  the  applicable taxing  authorities.  HL, at  its  sole
  discretion,  will deduct the taxes from  Contributions when received, from the
  proceeds at surrender, or from the amount applied to effect an Annuity at  the
  time Annuity payments commence.

ARE THERE ANY OTHER DEDUCTIONS?

    Reallocation of monies between or among Sub-Accounts under the contracts may
  be subject to a $5.00 charge for each such transfer (see "Experience Rating of
  Contracts", page 28).

                 HARTFORD LIFE INSURANCE COMPANY AND THE FUNDS

WHAT IS HL?

     HL was originally  incorporated under the laws  of Massachusetts on June 5,
  1902. It  was subsequently  redomiciled to  Connecticut. It  is a  stock  life
  insurance  company  engaged  in  the  business  of  writing  health  and  life
  insurance, both ordinary and group, in all states of the United States and the
  District of Columbia. The offices of HL are located in Simsbury,  Connecticut;
  however,  its mailing address is P.O. Box 2999, Hartford, CT 06104-2999. HL is
  ultimately 100% owned by Hartford Fire  Insurance Company, one of the  largest
  multiple  lines  insurance  carriers  in  the  United  States.  Hartford  Fire
  Insurance Company  is  a  subsidiary  of ITT  Corporation.  HL  is  rated  A++
  (superior)  by  A.M. Best  and Company,  Inc.  on the  basis of  its financial
  soundness and  operating performance,  the highest  ratings provided  by  this
  service.  HL has an AA+  rating from Standard and  Poor's and Duff and Phelps'
  highest rating (AAA) on the basis of its claims-paying ability.

                                       28
<PAGE>
    These  ratings do  not apply  to the  performance of  the Separate  Account.
  However,  the  contractual obligations  under  this variable  annuity  are the
  general corporate obligations of HL. These ratings do apply to HL's ability to
  meet its insurance obligations under the contracts.

WHAT ARE THE FUNDS?

    Hartford Stock Fund, Inc. was  organized on March 11, 1976. The  Responsibly
  Invested Balanced Portfolio (formerly Socially Responsive Fund) is a series of
  the  Acacia Capital Corporation, which was incorporated on September 27, 1982.
  Hartford  Advisers  Fund,  Inc.,  Hartford  Bond  Fund,  Inc.,  Hartford  U.S.
  Government  Money Market Fund, Inc., and HVA  Money Market Fund, Inc. were all
  organized on December 1, 1982. Hartford Index Fund, Inc. was organized on  May
  16,  1983. Hartford Capital Appreciation Fund, Inc. was organized on September
  20, 1983. Hartford Mortgage Securities Fund, Inc. was organized on October  5,
  1984. Hartford International Opportunities Fund, Inc. was organized on January
  25,  1990. Hartford Dividend and Growth Fund,  Inc. was organized on March 16,
  1994. All  of the  Funds were  incorporated under  the laws  of the  State  of
  Maryland and are collectively referred to as the "Hartford Funds."

     The TCI Advantage and TCI Growth Funds ("TCI Funds") are separate series of
  shares issued by TCI Portfolios, Inc. ("TCIP"), a corporation organized  under
  the  laws  of  the  state  of Maryland.  TCIP  is  a  registered, diversified,
  open-ended investment management company under  the Investment Company Act  of
  1940.

     The Fidelity Funds involve two diversified open-ended management investment
  companies, each  with multiple  portfolios and  organized as  a  Massachusetts
  business  trust. The Growth Portfolio and Overseas Portfolio are portfolios of
  the  Variable  Insurance  Products  Fund.  The  Asset  Manager  Portfolio  and
  Contrafund  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.

    The investment objectives of each of the Funds are as follows:

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 fixed-income securities.

    HARTFORD CAPITAL APPRECIATION FUND, INC.

     To achieve growth of capital  by investing in 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 seek a high level of current income consistent with growth of capital and
  reasonable investment risk.

                                       29
<PAGE>
    HARTFORD INDEX FUND, INC.

      To provide  investment  results that  correspond  to 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 (the "Index"). The
  Fund  is  neither  sponsored  by,  nor  affiliated  with,  Standard  &  Poor's
  Corporation.

    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").

      RESPONSIBLY  INVESTED  BALANCED  PORTFOLIO  (CALVERT  RESPONSIBLY INVESTED
  BALANCED PORTFOLIO  SERIES,  ACACIA  CAPITAL  CORPORATION)(FORMERLY  "SOCIALLY
  RESPONSIVE FUND")

     To seek growth  of capital through investments  in enterprises which make a
  significant contribution to society through products and services and  through
  the way they do business.

    HARTFORD STOCK FUND, INC.

     To achieve long-term capital growth primarily through capital appreciation,
  with income a secondary consideration, by investing in equity-type securities.

    HARTFORD U.S. GOVERNMENT MONEY MARKET FUND, INC.

    To achieve maximum current income consistent with preservation of capital by
  investing in short-term,  marketable obligations issued  or guaranteed by  the
  United  States Government  or by agencies  or instrumentalities  of the United
  States Government whether  or not they  are guaranteed by  the full faith  and
  credit of the federal government.

    HVA MONEY MARKET FUND, INC.

    To achieve maximum current income consistent with liquidity and preservation
  of capital by investing in money market securities.

*TCI FUNDS

    TCI PORTFOLIOS, INC. TCI ADVANTAGE

     To seek  capital growth over  time by investing  primarily in common stocks
  that are  considered by  the investment  manager to  have  better-than-average
  prospects for appreciation.

    TCI PORTFOLIOS, INC. TCI GROWTH

     To provide reasonable  share price stability through  its holdings of money
  market securities and bonds, provide competitive rates of current income  with
  government-backed  securities, and  offer the potential  for long-term returns
  higher than  those of  fixed  income investments  through  its use  of  common
  stocks.

*FIDELITY FUNDS

    FIDELITY INVESTMENTS VIP II ASSET MANAGER

    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.

                                       30
<PAGE>
    FIDELITY INVESTMENTS VIP GROWTH

     To seek  capital appreciation primarily through  purchase of common stocks,
  although its investments are not restricted to any one type of security.

    FIDELITY INVESTMENTS VIP II CONTRAFUND

    To seek long term capital appreciation through purchase of equity securities
  of domestic or  foreign companies  that are undervalued  or due  to an  overly
  pessimistic appraisal by the public.

    FIDELITY INVESTMENTS VIP OVERSEAS

     To seek  long term capital  appreciation by investing  primarily in foreign
  securities whose  principal  business activities  are  outside of  the  United
  States.

    *These funds are available beginning July 1, 1995.

ALL FUNDS

    The  Funds are available only to serve  as the underlying investment for the
variable annuity and variable life insurance contracts issued by HL.

    It is conceivable that in the future it may be disadvantageous for  variable
annuity  separate  accounts and  variable  life insurance  separate  accounts to
invest in the Funds simultaneously. Although  HL and the Funds do not  currently
foresee  any such disadvantages either to variable annuity Contract Owners or to
variable life insurance Policy Owners, the Funds' Board of Directors intends  to
monitor events in order to identify any material conflicts between such Contract
Owners  and Policy Owners and to determine  what action, if any, should be taken
in response thereto. If  the Board of  Directors of the  Funds were to  conclude
that separate funds should be established for variable life and variable annuity
separate  accounts,  the variable  annuity Contract  Owners  would not  bear any
expenses attendant to  the establishment  of such separate  funds, but  variable
annuity  Contract  Owners and  variable life  insurance  Policy Owners  would no
longer have the economics of scale resulting from a larger combined fund.

    Shares of  Responsibly  Invested  Balanced Portfolio,  a  series  of  Acacia
Capital  Corporation  which  is  unaffiliated  with  HL,  are  offered  to other
unaffiliated separate accounts. HL and the  Board of Trustees of Acacia  Capital
Corporation  intend to  monitor events  to identify  any material irreconcilable
conflicts which may arise and to determine what action, if any, should be  taken
in response thereto.

    Shares  of  the  TCI Funds  and  the  Fidelity Funds  are  offered  to other
unaffiliated separate accounts.

    HL reserves the right, subject to compliance with the law, to substitute the
shares of any  other registered investment  company for the  shares of any  Fund
held  by the Separate Account.  Substitution may occur if  shares of the Fund(s)
become unavailable or  due to changes  in applicable law  or interpretations  of
law.  Current  law requires  notification to  you of  any such  substitution and
approval of the Securities and Exchange Commission. HL also reserves the  right,
subject  to compliance  with the  law to  offer additional  Funds with differing
investment objectives.

HARTFORD FUNDS

    The U.S. Government Money  Market Fund and  Advisers Fund Sub-Accounts  were
not  available  under  contracts  issued  prior  to  May  2,  1983.  The Capital
Appreciation Fund Sub-Account was not available under contracts issued prior  to
May  1, 1984. The  Mortgage Securities Fund Sub-Account  was not available under
contracts issued prior to January 15,  1985. The Index Fund Sub-Account was  not
available under contracts issued prior to May 1, 1987. Funds not available prior
to  the issue  date of a  contract may be  requested in writing  by the Contract
Owner.

    The Hartford Investment  Management Company  ("HIMCO") has  been serving  as
investment  manager or  adviser to  each of  the Funds.  In addition, Wellington
Management  Company  ("Wellington  Management")  has  served  as  sub-investment
adviser to certain of the Funds since August 1984.

                                       31
<PAGE>
    HIMCO  serves as investment manager  for Hartford Advisers, Hartford Capital
Appreciation Fund,  Hartford Dividend  and Growth  Fund, Hartford  International
Opportunities  and  Hartford Stock  Funds pursuant  to an  Investment Management
Agreement between each. Wellington  Management serves as sub-investment  adviser
to  each of these funds pursuant  to a Sub-Investment Advisory Agreement between
Wellington Management and HIMCO on behalf of each fund.

    HIMCO serves as  the investment  adviser to Hartford  Bond, Hartford  Index,
Hartford  Mortgage  Securities, Hartford  U.S. Government  Money Market  and HVA
Money Market Funds pursuant  to an Investment  Advisory Agreement between  these
funds and HIMCO.

    The Calvert Asset Management Company serves as investment adviser and United
States  Trust Company of Boston serves  as sub-investment adviser to Responsibly
Invested Balanced Fund.

    A full description of the Funds, their investment policies and restrictions,
risks, charges  and  expenses and  all  other  aspects of  their  operations  is
contained  in  the  accompanying  Funds'  Prospectus  which  should  be  read in
conjunction with this Prospectus before  investing, and in the Funds'  Statement
of Additional Information which may be ordered from HL.

TCI FUNDS

    The  TCI  Funds are  managed by  Investors Research  Corporation ("Investors
Research"), whose principal business address  is 4500 Main Street, Kansas  City,
Missouri 64111.

    Investors  Research has  been providing  investment advisory  and management
services to investment companies within  the Twentieth Century family of  mutual
funds and to institutional clients since 1958.

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.

DOES HL HAVE ANY INTEREST IN THE FUNDS?

    At December  31,  1994,  certain  HL group  pension  contracts  held  direct
interest in shares as follows:

<TABLE>
<CAPTION>
                                                                   PERCENT OF
                                                       SHARES     TOTAL SHARES
                                                     ----------   ------------
 <S>                                                 <C>          <C>
 Hartford Advisers Fund, Inc.......................  10,709,364       0.56%
 Hartford Capital Appreciation Fund, Inc...........   5,313,800       1.31%
 Hartford Index Fund, Inc..........................   9,462,900       9.14%
 Hartford International Opportunities Fund, Inc....   5,547,408       1.16%
 Hartford Mortgage Securities Fund, Inc............  16,249,689       5.26%
 Hartford Stock Fund, Inc..........................      65,899       0.02%
</TABLE>

                                       32
<PAGE>
                           FEDERAL TAX CONSIDERATIONS

WHAT ARE SOME OF THE FEDERAL TAX CONSEQUENCES WHICH AFFECT THESE CONTRACTS?

 A. GENERAL

     SINCE THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
  TO THE ACTUAL STATUS OF THE CONTRACT OWNER INVOLVED AND THE TYPE OF PLAN UNDER
  WHICH THE CONTRACT  IS PURCHASED,  LEGAL AND  TAX ADVICE  MAY BE  NEEDED BY  A
  PERSON,  EMPLOYER OR  OTHER ENTITY  CONTEMPLATING THE  PURCHASE OF  A CONTRACT
  DESCRIBED HEREIN.

    It should be understood that any detailed description of the federal  income
  tax  consequences regarding the purchase of  these contracts cannot be made in
  this Prospectus and that special tax  rules may be applicable with respect  to
  certain  purchase situations not discussed herein. For detailed information, a
  qualified tax adviser should always be consulted. This discussion is based  on
  HL's  understanding of current  federal income tax laws  as they are currently
  interpreted.

 B. HL AND DC-I AND DC-II

    DC-I  is not taxed  as a part  of HL. The  taxation of DC-I  is governed  by
  Subchapter  M of  Chapter 1 of  the Internal  Revenue Code pursuant  to an IRS
  Private  Letter  Ruling   issued  with  respect   to  DC-I.  By   distributing
  substantially  all of  the net  income and realized  capital gains  of DC-I to
  Contract Owners no federal  income tax liability will  be incurred by DC-I  on
  the income and gain so distributed. While HL has no reason to believe that the
  above  referenced Private Letter Ruling will ever  be withdrawn by the IRS, in
  the event that it is  the taxation of DC-I and  DC-II would be identical  from
  the effective date of any such withdrawal.

     DC-II is taxed as part of HL  which is taxed as a life insurance company in
  accordance with  the Internal  Revenue Code.  Accordingly, DC-II  will not  be
  taxed  as a  "regulated investment  company" under  Subchapter M  of the Code.
  Investment income and any  realized capital gains on  the assets of DC-II  are
  reinvested  and  are  taken  into  account in  determining  the  value  of the
  Accumulation and  Annuity Units.  (See  "How is  the Accumulation  Unit  value
  determined?"  commencing on page 20.) As  a result, such investment income and
  realized capital gains  are automatically applied  to increase reserves  under
  the contract.

     No taxes are due on interest, dividends and short-term or long-term capital
  gains earned by DC-II with respect to qualified or non-qualified contracts.

 C. INFORMATION REGARDING TAX QUALIFIED PLANS

    THE TAX REFORM ACT OF  1986 AND THE TECHNICAL AND MISCELLANEOUS REVENUE  ACT
  OF  1988 HAVE MADE SUBSTANTIAL CHANGES  TO QUALIFIED PLANS. YOU SHOULD CONSULT
  YOUR TAX ADVISER TO FULLY ADDRESS ALL CHANGES OCCURRING AS A RESULT OF THE TAX
  REFORM ACT AND THEIR EFFECT ON QUALIFIED PLANS.

1. CONTRIBUTIONS

    A. PENSION, PROFIT-SHARING AND SIMPLIFIED EMPLOYEE PENSION PLANS

     Contributions to  pension  or profit-sharing  plans (described  in  Section
  401(a)  and  401(k), if  applicable, and  exempt  from taxation  under Section
  501(a) of  the Code),  and  Simplified Employee  Pension Plans  (described  in
  Section  408(k)), which  do not exceed  certain limitations  prescribed in the
  Code are  fully tax-deductible  to the  employer. Such  contributions are  not
  currently  taxable to  the covered  employees, and  increases in  the value of
  contracts purchased with such contributions are not subject to taxation  until
  received  by  the covered  employees  or their  Beneficiaries  in the  form of
  Annuity payments or other distributions.

                                       33
<PAGE>
    B. TAX-DEFERRED ANNUITY PLANS FOR PUBLIC SCHOOL TEACHERS AND EMPLOYERS AND
       EMPLOYEES OF CERTAIN TAX-EXEMPT ORGANIZATIONS

    Contributions to tax-deferred annuity plans (described in Section 403(a) and
  403(b) of the  Code) by  employers are  not includable  within the  employee's
  income to the extent those contributions do not exceed the lesser of $9,500 or
  the exclusion allowance. Generally, the exclusion allowance is equal to 20% of
  the  employee's  includable  compensation for  his  most recent  full  year of
  employment multiplied  by  the  number  of years  of  his  service,  less  the
  aggregate  amount contributed by the employer for Annuity contracts which were
  not included within  the gross income  of the employee  for any prior  taxable
  year.  There  are  special  provisions  which  may  allow  an  employee  of an
  educational institution, a hospital or a  home health service agency to  elect
  an overall limitation different from the limitation described above.

    C. DEFERRED COMPENSATION PLANS FOR TAX-EXEMPT ORGANIZATIONS AND STATE AND
       LOCAL GOVERNMENTS

     Employees may contribute on a before tax basis to the Deferred Compensation
  Plan of their employer in accordance with the employer's Plan and Section  457
  of  the  Code. Section  457 places  limitations  on contributions  to Deferred
  Compensation Plans maintained by a State  ("State" means a State, a  political
  sub-division  of  a State,  and an  agency  or instrumentality  of a  State or
  political  sub-division  of  a   State)  or  other  tax-exempt   organization.
  Generally,  the limitation is 33 1/3% of includable compensation (25% of gross
  compensation) or $7,500,  whichever is  less. The  plan may  also provide  for
  additional  contributions during the three  taxable years ending before normal
  retirement age of a Participant for a total of up to $15,000 per year for such
  three years.

    An employee  electing to participate  in a plan  should understand that  his
  rights and benefits are governed strictly by the terms of the plan, that he is
  in  fact a general creditor of the employer  under the terms of the plan, that
  the employer is legal owner  of any contract issued  with respect to the  plan
  and  that the  employer as  owner of  the contract(s)  retains all  voting and
  redemption rights which may accrue to  the contract(s) issued with respect  to
  the  plan. The participating employee should look to the terms of his plan for
  any charges in regard to participating  therein other than those disclosed  in
  this Prospectus.

    D. INDIVIDUAL RETIREMENT ANNUITIES ("IRA'S")

    Individuals may contribute and deduct the lesser of $2,000 or 100 percent of
  their  compensation  to an  IRA. In  the case  of a  spousal IRA,  the maximum
  deduction is  the  lesser  of  $2,250 or  100  percent  of  compensation.  The
  deduction  for  contributions is  phased out  between  $40,000 and  $50,000 of
  adjusted gross income (AGI) for a married individual (and between $25,000  and
  $35,000  for single individuals) if either the individual or his or her spouse
  is an active Participant in any Section 401(a), 403(a), 403(b) or 408(k)  plan
  regardless of whether the individual's interest is vested.

    To the extent deductible contributions are not allowed, individuals may make
  designated  non-deductible  contributions  to  an IRA,  subject  to  the above
  limits.

2. DISTRIBUTIONS

    A. PENSION AND PROFIT-SHARING PLANS, TAX-SHELTERED ANNUITIES, INDIVIDUAL
       RETIREMENT ANNUITIES.

    Annuity payments made  under the contracts are  taxable under Section 72  of
  the  Code as ordinary income, in the year  of receipt, to the extent that they
  exceed the "excludable amount." The investment in the contract is normally the
  aggregate amount of  the contributions  made by or  on behalf  of an  employee
  which  were included as a  part of his taxable  income and not deducted. Thus,
  annual contributions for  an IRA  are not included  in the  investment in  the
  contract. The employee's investment in the contract is divided by the expected
  number  of payments  to be  made under  the contract.  The amount  so computed
  constitutes the  "excludable amount,"  which  is the  amount of  each  annuity
  payment  considered a  return of investment  in each year  and, therefore, not
  taxable. Once the employee's investment in the contract is recouped, the  full
  amount of each payment will be fully

                                       34
<PAGE>
  taxable.  If the employee dies prior to recouping his or her investment in the
  contract, a deduction  is allowed  for the last  taxable year.  The rules  for
  determining the excludable amount are contained in Section 72 of the Code.

     Generally, distributions or withdrawals prior  to age 59 1/2 may be subject
  to an additional income tax  of 10% of the  amount includable in income.  This
  additional  tax  does not  apply to  distributions  made after  the employee's
  death, on  account of  disability and  distributions  in the  form of  a  life
  annuity  and,  except  in the  case  of  an IRA,  certain  distributions after
  separation from  service at  or after  age 55  and certain  distributions  for
  eligible  medical expenses. A life annuity is defined as a scheduled series of
  substantially equal periodic payments for the  life or life expectancy of  the
  Participant  (or the joint  lives or life expectancies  of the Participant and
  Beneficiary).

    The taxation of withdrawals and other distributions varies depending on  the
  type of distribution and the type of plan from which the distribution is made.
  With   respect  to  tax-deferred  annuity   contracts  under  Section  403(b),
  contributions to the contract made after  December 31, 1988 and any  increases
  in cash value after that date may not be distributed prior to attaining age 59
  1/2,  separation  from service,  death or  disability. Contributions  (but not
  earnings) made after December  31, 1988 may also  be distributed by reason  of
  financial hardship.

     Generally,  in order  to avoid  a penalty  tax, annuity  payments, periodic
  payments or annual distributions must commence by April 1 of the calendar year
  following the year  in which the  Participant attains age  70 1/2. The  entire
  interest  of the Participant must be  distributed beginning no later than this
  required beginning date over a period which may not extend beyond a maximum of
  the  lives  or  life  expectancies   of  the  Participant  and  a   designated
  Beneficiary.  Each  annual  distribution  must  equal  or  exceed  a  "minimum
  distribution amount" which is  determined by dividing  the account balance  by
  the  applicable life expectancy.  With respect to a  Section 403(b) plan, this
  account balance  is based  on earnings  and contributions  after December  31,
  1986. In addition, minimum distribution incidental benefit rules may require a
  larger  annual distribution based upon dividing  the entire account balance as
  of the close of business  on the last day of  the previous calendar year by  a
  factor  promulgated by the Internal Revenue Service which ranges from 26.2 (at
  age 70) to 1.8 (at age 115). Special rules apply to require that distributions
  be made to Beneficiaries after the death of the Participant. A penalty tax  of
  up  to 50%  of the amount  which should be  distributed may be  imposed by the
  Internal Revenue Service for failure to make such distribution.

    B. DEFERRED COMPENSATION PLANS FOR TAX-EXEMPT ORGANIZATIONS AND STATE AND
       LOCAL GOVERNMENTS

     Generally, in  order to  avoid a  penalty tax,  annuity payments,  periodic
  payments or annual distributions must commence by April 1 of the calendar year
  following  the  year in  which  the Participant  attains  age 70  1/2. Minimum
  distributions under  Section 457  Deferred Compensation  Plan may  be  further
  deferred  if  the Participant  remains employed.  The  entire interest  of the
  Participant  must  be  distributed  beginning  no  later  than  this  required
  beginning date over a period which may not extend beyond a maximum of the life
  expectancy  of  the  Participant  and a  designated  Beneficiary.  Each annual
  distribution must equal  or exceed  a "minimum distribution  amount" which  is
  determined  by dividing the account balance by the applicable life expectancy.
  This account balance is generally based upon the account value as of the close
  of business  on the  last day  of  the previous  calendar year.  In  addition,
  minimum  distribution  incidental benefit  rules may  require a  larger annual
  distribution based upon dividing the  account balance by a factor  promulgated
  by  the Internal Revenue Service which ranges from 26.2 (at age 70) to 1.8 (at
  age 115).  Special  rules apply  to  require  that distributions  be  made  to
  Beneficiaries  after the death of the Participant.  A penalty tax of up to 50%
  of the  amount which  should be  distributed may  be imposed  by the  Internal
  Revenue Service for failure to make a distribution.

     If  the Contract  Owner is  a Section  457 plan,  certain distributions are
  required to be made upon the death of a Participant. In the event of the death
  of a Participant prior to the  Annuity Commencement Date, the entire  interest
  in  the Participant's  contract must be  distributed within 5  years after the
  Participant's death and in the event  of the Participant's death which  occurs
  on  or  after the  Annuity Commencement  Date, any  remaining interest  in the
  Contract must be paid at least as rapidly as under

                                       35
<PAGE>
  the method of distribution in effect at the time of death; except that if  the
  benefit  is payable over a period not  extending beyond the life expectancy of
  the beneficiary or over  the life of the  beneficiary, such distribution  must
  commence within one year of the date of death.

     Upon receipt of any monies pursuant to the terms of a Deferred Compensation
  Plan for a tax-exempt  organization, state or  local government under  Section
  457  of the Code, such monies are  taxable to such employee as ordinary income
  in the year in which it is received.

 D. FEDERAL INCOME TAX WITHHOLDING

    The portion of a distribution which is taxable income to the recipient  will
  be  subject to federal income tax withholding, pursuant to Section 3405 of the
  Internal Revenue Code. The application of this provision is summarized below:

 1. ELIGIBLE ROLLOVER DISTRIBUTIONS

    a. The Unemployment  Compensation  Amendments  Act  of  1992  requires  that
       federal   income  taxes  be  withheld  from  certain  distributions  from
       tax-qualified retirement  plans and  from tax-sheltered  annuities  under
       Section  403(b).  These provisions  DO  NOT APPLY  to  distributions from
       individual retirement  annuities under  section 408(b)  or from  deferred
       compensation programs under section 457.

    b. If  any portion of a distribution is an "eligible rollover distribution",
       the law requires that 20% of that amount be withheld. This amount is sent
       to the IRS as withheld income  taxes. The following types of payments  DO
       NOT  constitute an  eligible rollover  distribution (and,  therefore, the
       mandatory withholding rules will not apply):

      -- the non-taxable portion of the distribution;

      -- distributions which are  part of  a series of  equal (or  substantially
         equal)  payments made at least annually for your lifetime (or your life
         expectancy), or your lifetime and your Beneficiary's lifetime (or  life
         expectancies), or for a period of ten years or more.

      -- required  minimum distributions  made pursuant to  section 401(a)(9) of
         the IRC.

    c. However, these mandatory  withholding requirements  do not  apply in  the
       event  of all or a portion of  any eligible rollover distribution is paid
       in a "direct  rollover". A direct  rollover is the  direct payment of  an
       eligible  rollover  distribution  or  portion  thereof  to  an individual
       retirement arrangement or annuity (IRA) or to another qualified  employer
       plan. IF A DIRECT ROLLOVER IS ELECTED, NO INCOME TAX WILL BE WITHHELD.

    d. If any portion of a distribution is not an eligible rollover distribution
       but  is taxable, the  mandatory withholding rules  described above do not
       apply. In  this case,  the voluntary  withholding rules  described  below
       apply.

 2. NON-ELIGIBLE ROLLOVER DISTRIBUTIONS

    A. NON-PERIODIC DISTRIBUTIONS

     The portion of a non-periodic distribution which constitutes taxable income
  will be subject to federal income tax withholding unless the recipient  elects
  not  to have taxes withheld. If an election  not to have taxes withheld is not
  provided, 10% of the taxable distribution  will be withheld as federal  income
  tax. Election forms will be provided at the time distributions are requested.

     B. PERIODIC DISTRIBUTIONS (DISTRIBUTIONS PAYABLE OVER A PERIOD GREATER THAN
  ONE YEAR)

    The portion of a periodic distribution which constitutes taxable income will
  be subject to federal income tax withholding as if the recipient were  married
  claiming  three exemptions.  A recipient  may elect  not to  have income taxes
  withheld or have  income taxes  withheld at a  different rate  by providing  a
  completed  election  form.  Election  forms  will  be  provided  at  the  time
  distributions are requested.

                                       36
<PAGE>
 E. ANY DISTRIBUTION FROM PLANS DESCRIBED IN SECTION 457 OF THE INTERNAL REVENUE
    CODE IS SUBJECT TO THE REGULAR WAGE WITHHOLDING RULES.

 F. DIVERSIFICATION REQUIREMENTS

    Section 817  of the Code  provides that a  variable annuity contract  (other
  than a pension plan contract) will not be treated as an annuity 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. If a contract is not  treated as an annuity, the Contract Owner
  will be subject  to income  tax on  the annual  increases in  cash value.  The
  Treasury  has issued  diversification regulations  which, among  other things,
  require that no more than  55% of the assets of  mutual funds (such as the  HL
  mutual  funds) underlying a variable annuity  contract, be invested in any one
  investment. In determining whether the diversification standards are met, each
  United States  Government Agency  or  instrumentality shall  be treated  as  a
  separate  issuer. If  the diversification  standards are  not met, non-pension
  Contract Owners will be subject to current  tax on the increase in cash  value
  in the contract.

G. NON-NATURAL PERSONS, CORPORATIONS

    The  annual increase in the value of the contract is currently includable in
gross income of a non-natural person.  There is an exception for annuities  held
by  structured  settlement  companies and  annuities  held by  an  employer with
respect to a terminated pension plan. A non-natural person which is a tax-exempt
entity for federal tax purposes will not be subject to income tax as a result of
this provision.

                                 MISCELLANEOUS

WHAT ARE MY VOTING RIGHTS?

    HL shall notify the Contract Owner of any Fund shareholders' meeting if  the
  shares  held for the Contract Owner's accounts  may be voted at such meetings.
  HL shall also send proxy materials and a form of instruction by means of which
  the Contract Owner  can instruct HL  with respect  to the voting  of the  Fund
  shares held for the Contract Owner's account. In connection with the voting of
  Fund  shares held  by it, HL  shall arrange  for the handling  and tallying of
  proxies received from Contract Owners. HL as such, shall have no right, except
  as hereinafter provided, to  vote any Fund shares  held by it hereunder  which
  may  be registered in its name or the names of its nominees. HL will, however,
  vote the Fund shares held by  it in accordance with the instructions  received
  from  the Contract Owners  for whose accounts  the Fund shares  are held. If a
  Contract Owner desires  to attend  any meeting at  which shares  held for  the
  Contract  Owner's benefit may be  voted, the Contract Owner  may request HL to
  furnish a proxy or  otherwise arrange for the  exercise of voting rights  with
  respect  to the  Fund shares  held for such  Contract Owner's  account. In the
  event that the Contract  Owner gives no instructions  or leaves the manner  of
  voting  discretionary,  HL  will vote  such  shares of  the  appropriate Fund,
  including any of its own shares in the same proportion as shares of that  Fund
  for which instructions have been received.

     Every Participant under  a contract issued with respect  to DC-II who has a
  full (100%)  vested  interest under  a  group contract,  shall  receive  proxy
  material and a form of instruction by means of which Participants may instruct
  the  Contract Owner with  respect to the  number of votes  attributable to his
  individual participation under a group contract.

    A Contract Owner or Participant, as appropriate, is entitled to one full  or
  fractional  vote  for each  full or  fractional  Accumulation or  Annuity Unit
  owned. The  Contract  Owner has  voting  rights  throughout the  life  of  the
  contract.   The  vested  Participant   has  voting  rights   for  as  long  as
  participation in the contract continues. Voting rights attach only to Separate
  Account interests.

    During the Annuity period under a contract the number of votes will decrease
  as the assets held to fund Annuity benefits decrease.

                                       37
<PAGE>
WILL OTHER CONTRACTS BE PARTICIPATING IN THE SEPARATE ACCOUNTS?

      In  addition  to  the  contracts  described  in  this  Prospectus,  it  is
  contemplated  that other  forms of group  or individual annuities  may be sold
  providing benefits which vary in accordance with the investment experience  of
  the Separate Accounts.

HOW ARE THE CONTRACTS SOLD?

     Hartford Equity Sales Company, Inc. ("HESCO") currently serves as Principal
  Underwriter for the securities  issued with respect  to the Separate  Account.
  Hartford  Securities Distribution Company, Inc.  ("HSD") will replace HESCO as
  principal  underwriter  upon   approval  by  the   Commission,  the   National
  Association   of  Securities  Dealers,  Inc.  ("NASD")  and  applicable  state
  regulatory authorities.

    Both HESCO and HSD are wholly-owned subsidiaries of Hartford Life  Insurance
  Company.  The  principal business  address of  HESCO  and HSD  is the  same as
  Hartford Life Insurance Company.

    The securities will be sold by salespersons of HESCO, and subsequently  HSD,
  who  represent  HL  as  insurance  and Variable  Annuity  agents  and  who are
  registered  representatives   or   Broker-Dealers  who   have   entered   into
  distribution agreements with HESCO, and subsequently HSD.

    HESCO is registered with the Commission under the Securities Exchange Act of
  1934  as a Broker-Dealer and  is a member of the  NASD. HSD will be registered
  with  the  Commission  under  the  Securities  Exchange  Act  of  1934  as   a
  Broker-Dealer and will become a member of the NASD.

     Compensation will be paid by  HL to registered representatives for the sale
  of contracts up to a  maximum of 5% of initial  Contributions and .50% of  all
  subsequent Contributions. Sales compensation may be reduced.

WHO IS THE CUSTODIAN OF THE SEPARATE ACCOUNTS' ASSETS?

    HL is the custodian of the Separate Accounts' assets.

ARE THERE ANY MATERIAL LEGAL PROCEEDINGS AFFECTING THE SEPARATE ACCOUNTS?

    No.

ARE YOU RELYING ON ANY EXPERTS AS TO ANY PORTION OF THIS PROSPECTUS?

     The  audited financial  statements and  schedules for  HL included  in this
  Prospectus and Registration  Statement have  been audited  by Arthur  Andersen
  LLP,  independent  public  accountants,  as indicated  in  their  reports with
  respect thereto, and are included herein in reliance on the authority of  said
  firm as experts in giving said reports.

HOW MAY I GET ADDITIONAL INFORMATION?

    Inquiries will be answered by calling your representative or by writing:

    Hartford Life Insurance Company
    Attn: RPVA Administration
    P.O. Box 2999
    Hartford, CT 06104-2999

                                       38
<PAGE>
                                    APPENDIX

ACCUMULATION PERIOD UNDER PRIOR GROUP CONTRACTS

     Such contracts are no longer  being issued. Contract Owners may continue to
  make Contributions to the contracts subject to the following charges.

A. DEDUCTIONS UNDER THE PRIOR GROUP CONTRACTS FOR SALES EXPENSES, THE MINIMUM
DEATH BENEFIT GUARANTEE AND ANY APPLICABLE PREMIUM TAXES.

    Contributions  made to a  Participant's Individual Account  pursuant to  the
  terms  of contracts issued after December 7, 1981 and prior to May 2, 1983 are
  subject to the following:

     No deductions  for sales  expenses is  made at  the time  of allocation  of
  Contributions  to the contracts. A deduction of  six percent (6%) is made from
  the amount  surrendered  from any  Participant's  Individual Account  under  a
  Master  Contract during the  first (10) Participant's  Contract Years and five
  percent (5%) thereafter prior to the Annuity Commencement Date.

    The full value of a surrender is subject to such changes with the  provision
  that  such  charges will  in  no event  ever exceed  8.50%  when applied  as a
  percentage against the sum of all Contributions to a Participant's  Individual
  Account.

     No deduction for contingent deferred sales charges will be made: (1) in the
  event of  death of  a Participant;  or (2)  if the  value of  a  Participant's
  Individual  Account is  paid out  under one  of the  available annuity options
  under the  contracts; or,  (3) if,  on Public  Employee Deferred  Compensation
  Plans  only, a Participant in a Plan  makes a financial hardship withdrawal as
  defined in the Regulations issued by the  IRS with respect to the IRC  Section
  457  governmental deferred compensation  plans. The Plan  of the Employer must
  also provide for such hardship withdrawals.

    HL reserves the right to limit  any increase in the Contributions made to  a
  Participant's  Individual  Account  to not  more  than three  times  the total
  Contributions made  on  behalf  of  such Participant  during  the  initial  12
  consecutive  months  of  the Account's  existence  under the  contract  of the
  present guaranteed deduction  rates. Increases  in excess  of those  described
  will  be accepted only with the consent of  HL and subject to the then current
  deductions being made for sales  charges, the Minimum Death Benefit  guarantee
  and mortality and expense undertaking.

     Each  contract provides  for experience rating  of the  deduction for sales
  expenses and/or  the  Annual Contract  Fee.  In  order to  experience  rate  a
  contract,   actual  sales  costs  applicable  to  a  particular  contract  are
  determined. If the  costs exceed the  amounts deducted for  such expenses,  no
  additional  deduction will be made. If  however, the amounts deducted for such
  expenses exceed  actual costs,  HL, in  its discretion,  may allocate  all,  a
  portion,  or none of  such excess as  an experience rating  credit. If such an
  allocation  is  made,  the  experience  credit  will  be  made  as  considered
  appropriate:  (1)  by  a  reduction in  the  amount  deducted  from subsequent
  contributions for  sales  expenses;  (2)  by the  crediting  of  a  number  of
  additional  Accumulation  Units or  by Annuity  Units, as  applicable, without
  deduction of any sales or  other expenses therefrom; (3)  or by waiver of  the
  Annual  Contract Fees  or by  a combination of  the above.  To date experience
  rating credits have been provided on certain cases.

B. DEDUCTIONS FOR MORTALITY AND EXPENSE ADMINISTRATIVE UNDERTAKINGS, ANNUAL
CONTRACT FEE AND PREMIUM TAXES.

 1. MORTALITY AND EXPENSE UNDERTAKINGS

    Although  variable annuity payments  made under the  contracts will vary  in
  accordance  with the investment  performance of the  Fund shares, the payments
  will not  be  affected  by (a)  HL's  actual  expenses, if  greater  than  the
  deductions  provided  for  in  the contracts,  or  (b)  HL's  actual mortality
  experience among  Annuitants  after  retirement because  of  the  expense  and
  mortality undertakings by HL.

                                       39
<PAGE>
    In providing an expense undertaking, HL assumes the risk that the deductions
  for  sales expenses,  the Annual  Contract Fee  and the  Minimum Death Benefit
  during the Accumulation Period may be  insufficient to cover the actual  costs
  of providing such items.

     The mortality undertaking provided by  HL under the contracts, assuming the
  selection of one of the  forms of life annuities,  is to make monthly  annuity
  payments   (determined  in  accordance  with  the  annuity  tables  and  other
  provisions contained  in  the  contract) to  Contract  Owners  or  Annuitant's
  Accounts  regardless of how long  an Annuitant may live  and regardless of how
  long all Annuitants as a group  may live. This undertaking assures a  Contract
  Owner  that neither the longevity  of an Annuitant nor  an improvement in life
  expectancy will have any  adverse effect on the  monthly annuity payments  the
  Employees will receive under the contract. It thus relieves the Contract Owner
  from   the  risk  that  Participants  in  the  Plan  will  outlive  the  funds
  accumulated.

     The mortality  undertaking  is based  on  HL's actuarial  determination  of
  expected  mortality  rates among  all Annuitants.  If actual  experience among
  Annuitants deviates from  HL's actuarial determination  of expected  mortality
  rates  among Annuitants  because, as a  group, their longevity  is longer than
  anticipated, HL must  provide amounts from  its general funds  to fulfill  its
  contract  obligations. In that event,  a loss will fall  on HL. Conversely, if
  longevity among Annuitants is  lower than anticipated, a  gain will result  to
  HL.

     For assuming these risks HL makes  a minimum daily charge against the value
  of the average  daily assets  held under DC-I  and DC-II,  as appropriate,  of
  1.25%  with respect to the Bond Fund  and Money Market Fund Sub-Accounts where
  available, on an annual basis. This  rate may be periodically increased by  HL
  subject  to a maximum  annual rate of  2.00%. However, no  increase will occur
  unless the Securities and Exchange Commission first approves the increase.

 2. ANNUAL CONTRACT FEE

    There will be an Annual Contract Fee deduction in the amount of $10.00  from
  the  value of each such Participant's  Individual Account under the contracts,
  except as set forth below.

    This fee will be  deducted from the value of  each such account on the  last
  business  day of each calendar year; provided, however, that if the value of a
  Participant's Individual Account is  redeemed in full at  any time before  the
  last  business day of  the year, then  the Annual Contract  Fee charge will be
  deducted from the proceeds of such redemption. No contract fee deduction  will
  be made during the Annuity Payment period under the contracts.

     In  the event that  the Contributions made  on behalf of  a Participant are
  allocated  partially  to  the  fixed  annuity  portion  of  the  Participant's
  Individual  Account  and  partially to  the  variable annuity  portion  of the
  Participant's Individual  Account,  then  the  Annual  Contract  Fee  will  be
  deducted   first  from  the  value  of   the  fixed  annuity  portion  of  the
  Participant's Individual Account. If the value of the fixed annuity portion of
  the Participant's Individual Account is insufficient to pay the fee, then  any
  deficit will be deducted from the value of the variable annuity portion of the
  Participant's  Individual Account  in the  following manner:  if there  are no
  accumulation units  in the  General Account  or if  their value  is less  than
  $10.00,  the General Account portion of an account will be made against values
  held in the  Stock Fund  Sub-Account of DC-I.  If the  Stock Fund  Sub-Account
  values  are insufficient to cover the fee,  the fee shall be deducted from the
  account values held in the  Bond Fund Sub-Account of  DC-I. In the event  that
  the  Contributions made on behalf of  a Participant are allocated partially to
  the General Account and partially to the Separate Account, the Annual Contract
  Fee will be charged against the Separate Account and General Account on a  pro
  rata basis.

 3. PREMIUM TAXES

     A deduction is also made for  Premium Taxes, if applicable. On any contract
  subject to Premium Taxes, the tax will be deducted from the Contributions when
  received, from the proceeds at surrender, or from the amount applied to effect
  an annuity at the time annuity payments commence.

                                       40
<PAGE>
                               TABLE OF CONTENTS
                                      FOR
                      STATEMENT OF ADDITIONAL INFORMATION

<TABLE>
<CAPTION>
SECTION                                                                                                         PAGE
- -----------------------------------------------------------------------------------------------------------     -----
<S>                                                                                                          <C>
DESCRIPTION OF HARTFORD LIFE INSURANCE COMPANY.............................................................           1
SAFEKEEPING OF ASSETS......................................................................................           1
INDEPENDENT PUBLIC ACCOUNTANTS.............................................................................           1
DISTRIBUTION OF CONTRACTS..................................................................................           1
ANNUITY PERIOD.............................................................................................           3
  A.  Annuity Payments.....................................................................................           3
  B.  Electing the Annuity Commencement Date and Form of Annuity...........................................           3
  C.  Optional Annuity Forms...............................................................................           3
        OPTION 1: Life Annuity.............................................................................           3
        OPTION 2: Life Annuity With 120, 180 or 240 Monthly Payments Certain...............................           3
        OPTION 3: Unit Refund Life Annuity.................................................................           4
        OPTION 4: Joint and Last Survivor Annuity..........................................................           4
        OPTION 5: Payments for a Designated Period.........................................................           4
CALCULATION OF YIELD AND RETURN............................................................................           5
PERFORMANCE COMPARISONS....................................................................................           7
FINANCIAL STATEMENTS.......................................................................................           8
</TABLE>

                                       41
<PAGE>
This form must be completed for all tax-sheltered annuities.

                     SECTION 403(B)(11) ACKNOWLEDGMENT FORM

    The  Hartford variable annuity contract which you have recently purchased is
subject to  certain  restrictions  imposed  by  the  Tax  Reform  Act  of  1986.
Contributions  to the contract after December 31, 1988 and any increases in cash
value after December 31, 1988 may not be distributed to you unless you have:

       a. attained age 59 1/2

       b. terminated employment

       c. died, or

       d. become disabled.

Distributions of post December  31, 1988 contributions may  also be made if  you
have  experienced a financial hardship. Also there  may be a 10% penalty tax for
distributions made because  of financial  hardship or  separation from  service.
Also,  please be  aware that  your 403(b)  Plan may  also offer  other financial
alternatives other  than the  Hartford variable  annuity. Please  refer to  your
Plan.

Please complete the following and return to:

    Hartford Life Insurance Company
    Attn: RPVA Administration
    P.O. Box 2999
    Hartford, CT 06104-2999
Name of Contract Owner/Participant: ____________________________________________
Address: _______________________________________________________________________
City or Plan/School District: __________________________________________________
Date: __________________________________________________________________________
Participant No: ________________________________________________________________
Signature: _____________________________________________________________________
<PAGE>
    To   obtain   a   Statement   of   Additional
Information, complete the form below and mail to:

    Hartford Life Companies
    Attn: RPVA Administration
    P.O. Box 2999
    Hartford, CT 06104-2999

    Please  send   a  Statement   of   Additional
Information   for   Separate  Account   DC-I  and
Separate Account Two (DC-II)(Form HV-1879-10)  to
me at the following address.
    ________________________________________
                     (name)
     _______________________________________
                    (street)
     _______________________________________
         (city/state)         (zip code)
<PAGE>
     PRINCIPAL UNDERWRITER
     Hartford Equity Sales Company, Inc. (HESCO)
     Hartford Securities Distribution Company, Inc. (HSD)
     Hartford Plaza, Hartford, CT 06115
                                                                        HARTFORD
     INDEPENDENT AUDITORS FOR HARTFORD
     LIFE INSURANCE COMPANY AND
                                                                  LIFE INSURANCE
     THE GENERAL ACCOUNT OPTION
     Arthur Andersen LLP
     Hartford, Connecticut 06103
                                                                         COMPANY
     INSURER
     Hartford Life Insurance Company
     Executive Offices: P.O. Box 2999
                                                       DC VARIABLE ACCOUNT-I AND
     Hartford, CT 06104-2999
                                               DC VARIABLE ACCOUNT-II PROSPECTUS
                                                     INCLUDING THE PROSPECTUS OF
                                                                       THE FUNDS

                                                                     MAY 1, 1995

                                                Group Variable Annuity Contracts

        The  Master Contracts  described in
     this prospectus are
    sold only by Gardner & White.  General
    Agents of Hartford
    Life Insurance Company.

      HV-1524-17
   [LOGO]
     HARTFORD LIFE INSURANCE COMPANY
                                                                 BULK RATE
     P.O. BOX 2999, HARTFORD, CT 06104-2999
                                                                U.S. POSTAGE
                                                                    PAID
                                                                PERMIT NO. 1
                                                              HARTFORD, CONN.


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