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As filed with the Securities and Exchange Commission on August 7, 2000.
File No. 33-19946
811-2627
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-4
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
Pre-Effective Amendment No. [ ]
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Post-Effective Amendment No. 15 [X]
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
Amendment No. 164 [X]
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HARTFORD LIFE INSURANCE COMPANY
DC VARIABLE ACCOUNT-I
and
HARTFORD LIFE INSURANCE COMPANY
SEPARATE ACCOUNT TWO
(Exact Name of Registrant)
HARTFORD LIFE INSURANCE COMPANY
(Name of Depositor)
P.O. BOX 2999
HARTFORD, CT 06104-2999
(Address of Depositor's Principal Offices)
(860) 843-6733
(Depositor's Telephone Number, Including Area Code)
MARIANNE O'DOHERTY, ESQ.
HARTFORD LIFE, INC.
P.O. BOX 2999
HARTFORD, CT 06104-2999
(Name and Address of Agent for Service)
It is proposed that this filing will become effective:
__X__ immediately upon filing pursuant to paragraph (b) of Rule 485
_____ on May 1, 2000 pursuant to paragraph (b) of Rule 485
_____ 60 days after filing pursuant to paragraph (a)(1) of Rule 485
_____ on ___________ pursuant to paragraph (a)(1) of Rule 485
_____ this post-effective amendment designates a new effective date for
a previously filed post-effective amendment.
PURSUANT TO RULE 24F-2(a)(1) UNDER THE INVESTMENT COMPANY ACT OF 1940, THE
REGISTRANT HAS REGISTERED AN INDEFINITE AMOUNT OF SECURITIES.
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PARTS A AND B
The Prospectus and Statement of Additional Information are incorporated in
Parts A and B, respectively, of this Post-Effective Amendment No. 15, by
reference to Post-Effective Amendment No. 14 to the Registration Statement on
Form N-4 (File No. 33-19946), as filed on April 12, 2000 and declared effective
on May 1, 2000.
A Supplement to the Prospectus, dated August 7, 2000 is included in Part A of
this Post-Effective Amendment.
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GROUP VARIABLE ANNUITY CONTRACTS
ISSUED BY HARTFORD LIFE INSURANCE COMPANY
WITH RESPECT TO DC-I AND DC-II
SUPPLEMENT DATED AUGUST 7, 2000 TO THE PROSPECTUS DATED MAY 1, 2000
The last sentence of the second paragraph under the sub-section entitled
"Deductions Under the Prior Group Contracts for Sales Expenses, the Minimum
Death Benefit Guarantee and any Applicable Premium Taxes" under the Section
entitled "Appendix - Accumulation Period Under Prior Group Contracts" should
be deleted and replaced with the following language:
"Effective October 1, 1997, after the 12th Participant Contract Year, the 5%
charge will be reduced by 1% each subsequent year until the charge is
eliminated."
THE PROSPECTUS FOR THE
GROUP VARIABLE ANNUITY CONTRACTS DATED MAY 1, 2000
MUST BE ACCOMPANIED BY THIS PROSPECTUS SUPPLEMENT.
HV-2687
33-19946
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PART C
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OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) All financial statements are incorporated by reference.(1)
(b) (1) Resolution of the Board of Directors of Hartford Life Insurance
Company ("Hartford") authorizing the establishment of the
Separate Account.(2)
(2) Not applicable. Hartford maintains custody of all assets pursuant
to an exemptive order granted on December 1, 1981.
(3) (a) Principal Underwriting Agreement.(3)
(b) Form of Dealer Agreement.(3)
(4) Form of Variable Annuity Contract.(3)
(5) Form of Application.(3)
(6) (a) Articles of Incorporation of Hartford.(4)
(b) Bylaws of Hartford.(3)
(7) Not applicable.
(8) Participation Agreement.(2)
(9) Opinion and Consent of Lynda Godkin, Senior Vice President,
General Counsel and Corporate Secretary.
(10) Consent of Arthur Andersen LLP, Independent Public Accountants.
(11) No financial statements are omitted.
(12) Not applicable.
(13) Not applicable.
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(1) Incorporated herein by reference to the Post Effective Amendment
No. 14, to the Registration Statement File No. 33-19946, filed on
April 12, 2000.
(2) Incorporated herein by reference to the Post Effective Amendment
No. 9, to the Registration Statement File No. 33-19946, dated May
1, 1995.
(3) Incorporated herein by reference to the Post Effective Amendment
No. 10, to the Registration Statement File No. 33-19946, dated May
1, 1996.
(4) Incorporated herein by reference to the Post Effective Amendment
No. 11, to the Registration Statement File No. 33-19946, filed on
April 17, 1997.
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(14) Not applicable.
(15) Copy of Power of Attorney.
(16) Organizational Chart.
Item 25. Directors and Officers of the Depositor
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NAME POSITION WITH HARTFORD
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David A. Carlson Vice President
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Peter W. Cummins Senior Vice President
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Bruce W. Ferris Vice President
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Timothy M. Fitch Vice President and Actuary
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Mary Jane B. Fortin Vice President & Chief
Accounting Officer
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David T. Foy Senior Vice President, Chief Financial Officer
and Treasurer, Director*
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Lynda Godkin Senior Vice President, General Counsel and
Corporate Secretary, Director*
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Lois W. Grady Senior Vice President
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Stephen T. Joyce Senior Vice President
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Michael D. Keeler Vice President
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Robert A. Kerzner Senior Vice President
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Thomas M. Marra President, Director*
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Deanne Osgood Vice President
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Craig R. Raymond Senior Vice President and Chief Actuary
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Lowndes A. Smith Chief Executive Officer, Director*
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David M. Znamierowski Senior Vice President and Chief Investment
Officer, Director*
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Unless otherwise indicated, the principal business address of each of the above
individuals is P.O. Box 2999, Hartford, CT 06104-2999.
*Denotes Board of Directors.
Item 26. Persons Controlled By or Under Common Control with the Depositor or
Registrant
Filed herewith as Exhibit 16.
Item 27. Number of Contract Owners
As of June 30, 2000, there were 252,331 Contract Owners.
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Item 28. Indemnification
Sections 33-770 to 33-778, inclusive, of the Connecticut General
Statutes ("CGS") provide that a corporation may provide
indemnification of or advance expenses to a director, officer,
employee or agent. Reference is hereby made to Section 33-771(e) of
CGS regarding indemnification of directors and Section 33-776(d) of
CGS regarding indemnification of officers, employees and agents of
Connecticut corporations. These statutes provide, in general, that
Connecticut corporations incorporated prior to January 1, 1997 shall,
except to the extent that their certificate of incorporation expressly
provides otherwise, indemnify their directors, officers, employees and
agents against "liability" (defined as the obligation to pay a
judgment, settlement, penalty, fine, including an excise tax assessed
with respect to an employee benefit plan, or reasonable expenses
incurred with respect to a proceeding) when (1) a determination is
made pursuant to Section 33-775 that the party seeking indemnification
has met the standard of conduct set forth in Section 33-771 or (2) a
court has determined that indemnification is appropriate pursuant to
Section 33-774. Under Section 33-775, the determination of and the
authorization for indemnification are made (a) by the disinterested
directors, as defined in Section 33-770(3); (b) by special counsel;
(c) by the shareholders; or (d) in the case of indemnification of an
officer, agent or employee of the corporation, by the general counsel
of the corporation or such other officer(s) as the board of directors
may specify. Also, Section 33-772 provides that a corporation shall
indemnify an individual who was wholly successful on the merits or
otherwise against reasonable expenses incurred by him in connection
with a proceeding to which he was a party because he was a director of
the corporation. In the case of a proceeding by or in the right of the
corporation or with respect to conduct for which the director,
officer, agent or employee was adjudged liable on the basis that he
received a financial benefit to which he was not entitled,
indemnification is limited to reasonable expenses incurred in
connection with the proceeding against the corporation to which the
individual was named a party.
Under the Depositor's bylaws, the Depositor must indemnify both
directors and officers of the Depositor for (1) any claims and
liabilities to which they become subject by reason of being or having
been directors or officers of the Depositor and (2) legal and other
expenses incurred in defending against such claims, in each case, to
the extent such is consistent with statutory provisions.
Section 33-777 of CGS specifically authorizes a corporation to procure
indemnification insurance on behalf of an individual who was a
director, officer, employer or agent of the corporation. Consistent
with the statute, the
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directors and officers of the Depositor and Hartford Securities
Distribution Company, Inc. ("HSD") are covered under a directors and
officers liability insurance policy issued to The Hartford Financial
Services Group, Inc. and its subsidiaries.
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and
controlling persons of the Registrant pursuant to the foregoing
provisions, or otherwise, the Registrant has been advised that in the
opinion of the Securities and Exchange Commission such indemnification
is against public policy as expressed in the Act and is, therefore,
unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the
Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the matter has
been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by
it is against public policy as expressed in the Act and will be
governed by the final adjudication of such issue.
Item 29. Principal Underwriters
(a) HSD acts as principal underwriter for the following investment
companies:
Hartford Life Insurance Company - Separate Account One
Hartford Life Insurance Company - Separate Account Two
Hartford Life Insurance Company - Separate Account Two (DC Variable
Account I)
Hartford Life Insurance Company - Separate Account Two (DC Variable
Account II)
Hartford Life Insurance Company - Separate Account Two (QP Variable
Account)
Hartford Life Insurance Company - Separate Account Two (Variable
Account "A")
Hartford Life Insurance Company - Separate Account Two (NQ Variable
Account)
Hartford Life Insurance Company - Putnam Capital Manager Trust
Separate Account
Hartford Life Insurance Company - Separate Account Three
Hartford Life Insurance Company - Separate Account Five
Hartford Life Insurance Company - Separate Account Seven
Hartford Life and Annuity Insurance Company - Separate Account One
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Hartford Life and Annuity Insurance Company - Putnam Capital Manager
Trust Separate Account Two
Hartford Life and Annuity Insurance Company - Separate Account Three
Hartford Life and Annuity Insurance Company - Separate Account Five
Hartford Life and Annuity Insurance Company - Separate Account Six
Hartford Life and Annuity Insurance Company - Separate Account Seven
American Maturity Life Insurance Company - Separate Account AMLVA
Servus Life Insurance Company - Separate Account One
Servus Life Insurance Company - Separate Account Two
Hart Life Insurance Company - Separate Account One
Hart Life Insurance Company - Separate Account Two
(b) Directors and Officers of HSD
Name and Principal Positions and Offices
Business Address With Underwriter
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David A. Carlson Vice President
Peter W. Cummins Senior Vice President
David T. Foy Treasurer
Lynda Godkin Senior Vice President, General Counsel and
Corporate Secretary
George R. Jay Controller
Robert A. Kerzner Executive Vice President
Thomas M. Marra Executive Vice President, Director
Paul E. Olson Supervising Registered Principal
Lowndes A. Smith President and Chief Executive Officer, Director
Unless otherwise indicated, the principal business address of each of
the above individuals is P.O. Box 2999, Hartford, Connecticut
06104-2999.
Item 30. Location of Accounts and Records
All of the accounts, books, records or other documents required to be
kept by Section 31(a) of the Investment Company Act of 1940 and rules
thereunder, are maintained by Hartford at 200 Hopmeadow Street,
Simsbury, Connecticut 06089.
Item 31. Management Services
All management contracts are discussed in Part A and Part B of this
Registration Statement.
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Item 32. Undertakings
(a) The Registrant hereby undertakes to file a post-effective amendment to
this Registration Statement as frequently as is necessary to ensure
that the audited financial statements in the Registration Statement
are never more than 16 months old so long as payments under the
variable annuity Contracts may be accepted.
(b) The Registrant hereby undertakes to include either (1) as part of
any application to purchase a Contract offered by the Prospectus, a
space that an applicant can check to request a Statement of Additional
Information, or (2) a post card or similar written communication
affixed to or included in the Prospectus that the applicant can remove
to send for a Statement of Additional Information.
(c) The Registrant hereby undertakes to deliver any Statement of
Additional Information and any financial statements required to be
made available under this Form promptly upon written or oral request.
(d) Hartford hereby represents that the aggregate fees and charges under
the Contract are reasonable in relation to the services rendered, the
expenses expected to be incurred, and the risks assumed by Hartford.
The Registrant is relying on the no-action letter issued by the Division of
Investment Management to American Council of Life Insurance, Ref. No. IP-6-88,
November 28, 1988. The Registrant has complied with conditions one through four
of the no-action letter.
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SIGNATURES
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As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant certifies that it meets the requirements of Securities Act
Rule 485(b) for effectiveness of this Registration Statement and has caused this
Registration Statement to be signed on its behalf, in the Town of Simsbury, and
State of Connecticut on this 7th day of August, 2000.
HARTFORD LIFE INSURANCE COMPANY
SEPARATE ACCOUNT TWO -
(DC VARIABLE ACCOUNT I)
(Registrant)
*By: Thomas M. Marra *By: /s/ Christopher M. Grinnell
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Thomas M. Marra, President Christopher M. Grinnell
Attorney-In-Fact
HARTFORD LIFE INSURANCE COMPANY
(Depositor)
*By: THOMAS M. MARRA
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Thomas M. Marra, President
Pursuant to the requirements of the Securities Act of 1933, as amended, this
Registration Statement has been signed below by the following persons and in the
capacity and on the date indicated.
David T. Foy, Senior Vice President, Chief
Financial Officer and Treasurer, Director*
Lynda Godkin, Senior Vice President, General
Counsel and Corporate Secretary, By: /s/ Christopher M. Grinnell
Director* ---------------------------
Thomas M. Marra, President, Director* Christopher M. Grinnell
Lowndes A. Smith, Chief Executive Attorney-in-Fact
Officer, Director *
Lizabeth H. Zlatkus, Executive Vice President, Date: August 7, 2000
David M. Znamierowski, Senior Vice President and
Chief Investment Officer, Director*
33-19946
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EXHIBIT INDEX
(9) Opinion and Consent of Lynda Godkin, Senior Vice President, General Counsel
and Corporate Secretary.
(10) Consent of Arthur Andersen LLP, Independent Public Accountants.
(15) Copy of Power of Attorney
(16) Organizational Chart
