SEPARATE ACCOUNT VL I OF HARTFORD LIFE INSURANCE CO, 485BPOS, 1998-07-20

SEPARATE ACCOUNT VL I OF HARTFORD LIFE INSURANCE CO
485BPOS, 1998-07-20

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<PAGE>

As filed with the Securities and Exchange Commission on July 20, 1998

File No. 333-07465

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

POST-EFFECTIVE AMENDMENT NO. 3
TO FORM S-6

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

A. Exact name of trust: Separate Account VL I

B. Name of depositor: Hartford Life Insurance Company

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

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

D. Name and complete address of agent for service:

Leslie T. Soler, Esq.
Hartford Life
P.O. Box 2999
Hartford, 06104-2999

It is proposed that this filing will become effective:

immediately upon filing pursuant to paragraph (b) of Rule 485
-----
X on August 3, 1998 pursuant to paragraph (b) of Rule 485
-----
60 days after filing pursuant to paragraph (a)(1) of Rule 485
-----
on August 3, 1998 pursuant to paragraph (a)(1) of Rule 485
-----
this post-effective amendment designates a new effective date for
----- a previously filed post-effective amendment.

E. Title and amount of securities being registered: Pursuant to Rule 24f-2
under the Investment Company Act of 1940, the Registrant has registered an
indefinite amount of securities.

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

G. Amount of filing fee: Not applicable.

H. Approximate date of proposed public offering: As soon as practicable after
the effective date of this registration statement.
<PAGE>

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

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

1. Cover page

2. Cover page

3. Not applicable

4. Hartford; Distribution of the Policies

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

6. Separate Account VL I -General

7. Not required by Form S-6

8. Not required by Form S-6

9. Legal Proceedings

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

11. Summary; Separate Account VL I -Funds

12. Summary; Separate Account VL I -Funds

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

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

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

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

<PAGE>

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

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

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

19. Other Matters -Statements to Policy Owners

20. Not applicable

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

22. Not applicable

23. Safekeeping of the Separate Account Assets

24. Other Matters -Assignment

25. Hartford

26. Not applicable

27. Hartford

28. Hartford; Management

29. Hartford

30. Not applicable

31. Not applicable

32. Not applicable

33. Not applicable

34. Not applicable

35. Distribution of the Policies

<PAGE>

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

36. Not required by Form S-6

37. Not applicable

38. Distribution of the Policies

39. Hartford; Distribution of the Policies

40. Not applicable

41. Hartford; Distribution of the Policies

42. Not applicable

43. Not applicable

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

45. Not applicable

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

47. Separate Account VL I -Funds

48. Cover page; Hartford

49. Not applicable

50. Separate Account VL I -General

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

52. Separate Account VL I -Funds, Investment
Advisers

53. Federal Tax Considerations

54. Not applicable

55. Not applicable
<PAGE>

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

56. Not required by Form S-6

57. Not required by Form S-6

58. Not required by Form S-6

59. Not required by Form S-6

<PAGE>

PART I
<PAGE>

STAG VARIABLE LIFE ARTISAN
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
POLICY
HARTFORD LIFE INSURANCE COMPANY
P.O. BOX 2999
HARTFORD, CONNECTICUT 06104-2999
[LOGO] TELEPHONE: 1-800-231-5453

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

This Prospectus describes Stag Variable Life Artisan, a flexible premium
variable life insurance policy (the "Policy") offered by Hartford Life Insurance
Company ("Hartford") to applicants generally between ages 0 and 80. The Policy
allows considerable flexibility in selecting the timing and amount of premium
payments for the chosen amount of Death Benefit.

The Policy provides for a Death Benefit payable at the death of the Insured. The
Policy Owner may select one of three Death Benefit Options: a level amount equal
to the Face Amount ("Option A"), a variable amount equal to the Face Amount plus
the Account Value ("Option B"), or an increasing amount equal to the Face Amount
plus a return of premium ("Option C"). The required minimum initial Face Amount
is generally $25,000.

Under all three Death Benefit options, the Policy has Account Values which
increase with the payment of each premium and which decrease to reflect fees and
charges made by Hartford. These fees and charges vary, depending on such factors
as the Face Amount, the age of the Insured and the level of the premium paid.
The Account Value will fluctuate to reflect the investment experience of the
Funds to which the premium payment(s) has been allocated. The Policy Owner bears
the investment risk for all amounts so allocated. There is no guaranteed minimum
Account Value for the Policy. However, if the Death Benefit guarantee is in
effect, the Policy will not lapse due to poor investment performance.

Payments for the Policies will be held in a series of Separate Account VL I or
in the Fixed Account of Hartford. The following Sub-Accounts are available under
the Policies. Opposite each Sub-Account is the name of the underlying investment
for that Sub-Account. The Hartford Funds, Putnam Funds and Fidelity VIP Funds
are collectively referred to in this Prospectus as the "Funds."

<TABLE>
<S> <C> <C>
Hartford Adviser Fund Sub-Account -- shares of Class IA of Hartford Advisers HLS Fund, Inc.
("Hartford Advisers Fund")
Hartford Bond Fund Sub-Account -- shares of Class IA of Hartford Bond HLS Fund, Inc.
("Hartford Bond Fund")
Hartford Capital Appreciation Fund -- shares of Class IA of Hartford Capital Appreciation HLS
Sub-Account Fund, Inc. ("Hartford Capital Appreciation Fund")
Hartford Dividend and Growth Fund -- shares of Class IA of Hartford Dividend and Growth HLS
Sub-Account Fund, Inc. ("Hartford Dividend and Growth Fund")
Hartford Growth and Income Fund Sub-Account -- shares of Class IA of Hartford Growth and Income HLS Fund,
Inc. ("Hartford Growth and Income Fund")
Hartford Index Fund Sub-Account -- shares of Class IA of Hartford Index HLS Fund, Inc.
("Hartford Index Fund")
Hartford International Advisers Fund -- shares of Class IA of Hartford International Advisers HLS
Sub-Account Fund, Inc. ("Hartford International Advisers Fund")
Hartford International Opportunities Fund -- shares of Class IA of Hartford International Opportunities
Sub-Account HLS Fund, Inc. ("Hartford International Opportunities
Fund")
Hartford MidCap Fund Sub-Account -- shares of Class IA of Hartford MidCap HLS Fund, Inc.
("Hartford MidCap Fund")
Hartford Money Market Fund Sub-Account -- shares of Class IA of Hartford Money Market HLS Fund, Inc.
("Hartford Money Market Fund")
Hartford Mortgage Securities Fund -- shares of Class IA of Hartford Mortgage Securities HLS
Sub-Account Fund, Inc. ("Hartford Mortgage Securities Fund")
Hartford Small Company Fund Sub-Account -- shares of Class IA of Hartford Small Company HLS Fund,
Inc. ("Hartford Small Company Fund")
Hartford Stock Fund Sub-Account -- shares of Class IA of Hartford Stock HLS Fund, Inc.
("Hartford Stock Fund")
Putnam VT Asia Pacific Growth Fund -- shares of Class IA of Putnam VT Asia Pacific Growth Fund
Sub-Account of Putnam Variable Trust ("Putnam VT Asia Pacific Growth
Fund")
Putnam VT Diversified Income Fund -- shares of Class IA of Putnam VT Diversified Income Fund of
Sub-Account Putnam Variable Trust ("Putnam VT Diversified Income
Fund")
Putnam VT Global Asset Allocation Fund -- shares of Class IA of Putnam VT Global Asset Allocation
Sub-Account Fund of Putnam Variable Trust ("Putnam VT Global Asset
Allocation Fund")
</TABLE>

<PAGE>

<TABLE>
<S> <C> <C>
Putnam VT Global Growth Fund Sub-Account -- shares of Class IA of Putnam VT Global Growth Fund of
Putnam Variable Trust ("Putnam VT Global Growth Fund")
Putnam VT Growth and Income Fund Sub-Account -- shares of Class IA of Putnam VT Growth and Income Fund of
Putnam Variable Trust ("Putnam VT Growth and Income Fund")
Putnam VT Health Sciences Fund Sub-Account -- shares of Class IA of Putnam VT Health Sciences Fund of
Putnam Variable Trust ("Putnam VT Health Sciences Fund")
Putnam VT High Yield Fund Sub-Account -- shares of Class IA of Putnam VT High Yield Fund of Putnam
Variable Trust ("Putnam VT High Yield Fund")
Putnam VT International Growth Fund -- shares of Class IA of Putnam VT International Growth Fund
Sub-Account of Putnam Variable Trust ("Putnam VT International Growth
Fund")
Putnam VT International Growth and Income -- shares of Class IA of Putnam VT International Growth and
Fund Sub-Account Income Fund of Putnam Variable Trust ("Putnam VT
International Growth and Income Fund")
Putnam VT International New Opportunities -- shares of Class IA of Putnam VT International New
Fund Sub-Account Opportunities Fund of Putnam Variable Trust ("Putnam VT
International New Opportunities Fund")
Putnam VT Investors Fund Sub-Account -- shares of Class IA of Putnam VT Investors Fund of Putnam
Variable Trust ("Putnam VT Investors Fund")
Putnam VT Money Market Fund Sub-Account -- shares of Class IA of Putnam VT Money Market Fund of
Putnam Variable Trust ("Putnam VT Money Market Fund")
Putnam VT New Opportunities Fund Sub-Account -- shares of Class IA of Putnam VT New Opportunities Fund of
Putnam Variable Trust ("Putnam VT New Opportunities Fund")
Putnam VT New Value Fund Sub-Account -- shares of Class IA of Putnam VT New Value Fund of Putnam
Variable Trust ("Putnam VT New Value Fund")
Putnam VT OTC & Emerging Growth Fund -- shares of Class IA of Putnam VT OTC & Emerging Growth Fund
Sub-Account of Putnam Variable Trust ("Putnam VT OTC & Emerging Growth
Fund")
Putnam VT The George Putnam Fund of Boston -- shares of Class IA of Putnam VT The George Putnam Fund of
Sub-Account Boston of Putnam Variable Trust ("Putnam VT The George
Putnam Fund of Boston")
Putnam VT U.S. Government and High Quality -- shares of Class IA of Putnam VT U.S. Government and High
Bond Sub-Account Quality Bond of Putnam Variable Trust ("Putnam VT U.S.
Government and High Quality Bond Fund")
Putnam VT Utilities Growth and Income Fund -- shares of Class IA of Putnam VT Utilities Growth and
Sub-Account Income Fund of Putnam Variable Trust ("Putnam VT Utilities
Growth and Income Fund")
Putnam VT Vista Fund Sub-Account -- shares of Class IA of Putnam VT Vista Fund of Putnam
Variable Trust ("Putnam VT Vista Fund")
Putnam VT Voyager Fund Sub-Account -- shares of Class IA of Putnam VT Voyager Fund of Putnam
Variable Trust ("Putnam VT Voyager Fund")
Fidelity VIP Equity-Income Portfolio -- shares of Fidelity VIP Equity-Income Portfolio of the
Sub-Account Variable Insurance Products Fund ("Fidelity VIP
Equity-Income Portfolio")
Fidelity VIP Overseas Portfolio Sub-Account -- shares of Fidelity VIP Overseas Portfolio of the Variable
Insurance Products Fund ("Fidelity VIP Overseas
Portfolio")
Fidelity VIP II Asset Manager Portfolio -- shares of Fidelity VIP II Asset Manager Portfolio of the
Sub-Account Variable Insurance Products Fund ("Fidelity VIP II Asset
Manager Portfolio")
</TABLE>

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

IT MAY NOT BE ADVANTAGEOUS TO PURCHASE FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
AS A REPLACEMENT FOR YOUR CURRENT LIFE INSURANCE OR IF YOU ALREADY OWN A
FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE POLICY.
- --------------------------------------------------------------------------------

THIS PROSPECTUS IS VALID ONLY IF ACCOMPANIED BY THE CURRENT PROSPECTUSES OF THE
APPLICABLE ELIGIBLE FUNDS WHICH CONTAIN A FULL DESCRIPTION OF THOSE FUNDS. ALL
PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
- --------------------------------------------------------------------------------

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
- --------------------------------------------------------------------------------

THE DATE OF THIS PROSPECTUS IS AUGUST 3, 1998.

<PAGE>
HARTFORD LIFE INSURANCE COMPANY 3
- --------------------------------------------------------------------------------

TABLE OF CONTENTS

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
SPECIAL TERMS......................................................... 5
SUMMARY............................................................... 7
DETAILED DESCRIPTION OF POLICY BENEFITS AND PROVISIONS................ 10
General............................................................. 10
Premium............................................................. 10
Premium Payment Flexibility....................................... 10
Allocation of Premium Payments.................................... 10
Accumulation Units................................................ 10
Accumulation Unit Values.......................................... 10
Premium Limitation................................................ 11
Account Values...................................................... 11
Amount Payable on Surrender of the Policy......................... 11
Sales Load Refund................................................. 11
Withdrawals....................................................... 11
Transfers of Account Value.......................................... 12
Amount and Frequency of Transfers................................. 12
Transfers to or from Sub-Accounts................................. 12
Transfers from the Fixed Account.................................. 12
Dollar Cost Averaging Option Program.............................. 12
Policy Loans........................................................ 12
Preferred Loan.................................................... 13
Loan Interest..................................................... 13
Credited Interest................................................. 13
Loan Repayments................................................... 13
Termination Due to Excessive Indebtedness......................... 13
Effect of Loans on Account Value.................................. 13
Death Benefit....................................................... 13
Death Benefit Options............................................. 13
Death Benefit Option Change....................................... 14
Death Benefit Guarantee........................................... 14
Minimum Death Benefit............................................. 14
Increases and Decreases in Face Amount............................ 14
Benefits at Maturity................................................ 15
Lapse and Reinstatement............................................. 15
Policy Lapse and Grace Period..................................... 15
Death Benefit Guarantee Default and Grace Period.................. 15
Reinstatement..................................................... 15
The Right to Examine or Exchange the Policy......................... 15
Surrenders.......................................................... 16
Administrative Expense Surrender Charge........................... 16
Sales Surrender Charge............................................ 16
Valuation of Payments and Transfers................................. 16
Application for a Policy............................................ 17
Reduced Charges for Eligible Groups................................. 17
Deductions from Premiums............................................ 17
Premium Tax Charge and Federal Tax Charge......................... 17
Front-End Sales Load.............................................. 17
Example of Front-End Sales Loads/Impact of Refund of Sales Load... 18
Deductions and Charges from the Account Value....................... 19
Monthly Deduction Amounts......................................... 19
Charges Against the Funds......................................... 20
Taxes............................................................. 20
HARTFORD.............................................................. 20
SEPARATE ACCOUNT VL I................................................. 20
General............................................................. 20
Funds............................................................... 20
Hartford Funds.................................................... 20
Putnam Funds...................................................... 21
</TABLE>

<PAGE>

4 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
PAGE
----
Fidelity VIP Funds................................................ 22
<S> <C>
Investment Adviser.................................................. 23
Hartford Funds.................................................... 23
Putnam Funds...................................................... 24
Fidelity VIP Funds................................................ 24
THE FIXED ACCOUNT..................................................... 24
OTHER MATTERS......................................................... 24
Voting Rights....................................................... 24
Statements to Policy Owners......................................... 25
Limit on Right to Contest........................................... 25
Misstatement as to Age.............................................. 25
Payment Options..................................................... 25
Beneficiary......................................................... 26
Assignment.......................................................... 26
Dividends........................................................... 26
SUPPLEMENTAL BENEFITS................................................. 26
Maturity Date Extension Rider....................................... 26
Term Insurance Rider................................................ 26
Deduction Amount Waiver Rider....................................... 26
Waiver of Specified Amount Disability Benefit Rider................. 26
Accidental Death Benefit Rider...................................... 26
EXECUTIVE OFFICERS AND DIRECTORS...................................... 27
DISTRIBUTION OF THE POLICY............................................ 31
SAFEKEEPING OF SEPARATE ACCOUNT ASSETS................................ 31
FEDERAL TAX CONSIDERATIONS............................................ 31
General............................................................. 31
Taxation of Hartford and the Separate Account....................... 32
Income Taxation of Policy Benefits.................................. 32
Modified Endowment Contracts........................................ 32
Estate and Generation Skipping Taxes................................ 33
Diversification Requirements........................................ 33
Ownership of the Assets in the Separate Account..................... 33
Life Insurance Purchased for Use in Split Dollar Arrangements....... 34
Federal Income Tax Withholding...................................... 34
Non-Individual Ownership of Policies................................ 34
Other............................................................... 34
Life Insurance Purchases by Nonresident Aliens and Foreign
Corporations....................................................... 34
LEGAL PROCEEDINGS..................................................... 34
LEGAL MATTERS......................................................... 34
EXPERTS............................................................... 35
REGISTRATION STATEMENT................................................ 35
APPENDIX A -- ILLUSTRATIONS OF DEATH BENEFITS, ACCOUNT VALUES AND CASH
SURRENDER VALUES.................................................... 36
</TABLE>

THE POLICIES MAY NOT BE AVAILABLE IN ALL STATES.

THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER OR OTHER PERSON IS AUTHORIZED
TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATIONS IN CONNECTION WITH THIS
OFFERING OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND, IF GIVEN OR MADE,
SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED ON.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 5
- --------------------------------------------------------------------------------

SPECIAL TERMS

As used in this Prospectus, the following terms have the indicated meanings:

ACCOUNT VALUE: An amount used to determine certain Policy benefits and charges
equal to the total of all amounts in the Fixed Account, the Loan Account and the
Sub-Accounts.

ACCUMULATION UNIT: An accounting unit of measure used to calculate the value of
a Sub-Account.

CASH SURRENDER VALUE: The Cash Value less all Indebtedness.

CASH VALUE: The Account Value less any applicable Surrender Charges.

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

COST OF INSURANCE: An amount deducted as part of the Monthly Deduction Amount to
help cover Hartford's anticipated mortality costs and other expenses.

CUMULATIVE DEATH BENEFIT GUARANTEE PREMIUM: The premium required to maintain the
Death Benefit guarantee.

DATE OF ISSUE: The date from which the Policy's suicide and incontestability
provisions are measured.

DEATH BENEFIT: On the Policy Date, the Death Benefit equals the Face Amount.
Thereafter, it may change in accordance with the terms of the Death Benefit
Option provision, the Minimum Death Benefit provision, the Death Benefit
Guarantee provision and the Withdrawals provision.

DEATH BENEFIT GUARANTEE PREMIUM: The amount of monthly premium required to keep
the Death Benefit guarantee available, as shown in the Policy's specifications
page, and used to calculate the Cumulative Death Benefit Guarantee Premium.

DEATH BENEFIT OPTION: The Death Benefit Option in effect determines how the
Death Benefit is calculated. For a description of the three Death Benefit
Options, see "Detailed Description of Policy Benefits and Provisions -- Death
Benefit," page 13.

DEATH PROCEEDS: The amount which We will pay on the death of the Insured. This
amount equals the Death Benefit less any Indebtedness and less any due and
unpaid Monthly Deduction Amount occurring during a Grace Period.

FACE AMOUNT: On the Policy Date, the Face Amount equals the initial Face Amount.
Thereafter, the Face Amount may be increased or decreased, in accordance with
the terms of the Policy.

FIXED ACCOUNT: The portion of the Account Value invested in the General Account.

FIXED ACCOUNT MINIMUM CREDITED RATE: The minimum rate credited to amounts
allocated to the Fixed Account.

FUNDS: The registered open-end management investment companies in which assets
of the Separate Account may be invested.

GENERAL ACCOUNT: All assets of Hartford other than those allocated to its
separate accounts, including the Separate Account.

GRACE PERIOD: The 61 day period between the day Your Policy goes into default
and the day on which Your Policy terminates.

HARTFORD (ALSO "WE," "US," "OUR"): Hartford Life Insurance Company.

IN WRITING: In a written form satisfactory to Us.

INDEBTEDNESS: All loans taken on the Policy, plus any interest due or accrued,
minus any Policy loan repayments.

INSURED: The person on whose life a Policy is issued.

ISSUE AGE: As of the Policy Date, the age of the Insured on his/her last
birthday.

LOAN ACCOUNT: An account established for any amounts transferred from the Fixed
Account and the Sub-Accounts as a result of Policy loans. Amounts are held as
collateral and are credited with interest at the Fixed Account Minimum Credited
Rate. Amounts held in the Loan Account are not subject to the investment
experience of the Separate Accounts.

MONTHLY ACTIVITY DATE: The Policy Date and the same date in each succeeding
month as the Policy Date, except that whenever the Monthly Activity Date falls
on a date other than a Valuation Day, the Monthly Activity Date will be deemed
the next Valuation Day.

MONTHLY DEDUCTION AMOUNT: The charges deducted from the Account Value on the
Monthly Activity Date.

NATIONAL SERVICE CENTER: Located in Minneapolis, Minnesota.

NET PREMIUM: The amount of each premium allocated to the Account Value after a
deduction is made from the premium for the premium tax and federal tax charge
and the front-end sales load.

OPTION C LIMIT: The maximum amount that will be returned in addition to the Face
Amount under the Option C (Return of Premium) Death Benefit. See the Policy's
specifications page.

PLANNED PREMIUM: The amount of premium that You intend to pay, as indicated on
Your Policy application and shown on Your Policy's specifications page.
<PAGE>
6 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

POLICY: For a Policy issued to an individual, the Policy is a flexible premium
variable life insurance policy. In certain states, for a group Policy, the
Policy is an individual flexible premium variable life insurance certificate
evidencing a participating interest in a master group Policy.

POLICY ANNIVERSARY: An anniversary of the Policy Date.

POLICY DATE: The date from which Policy Anniversaries and Policy Years are
determined.

POLICY OWNER (ALSO "YOU," "YOUR"): The person having rights to benefits under a
Policy during the lifetime of the Insured. A Policy Owner includes a person to
whom a certificate is issued as part of a master group Policy. A Policy Owner
may or may not be the Insured.

POLICY YEAR: An annual period computed from the Policy Date.

PREFERRED LOAN: A portion of the Indebtedness on which a lower interest rate is
charged.

PRO RATA BASIS: An allocation method based on the proportion of the Account
Value in the Fixed Account and each of the Sub-Accounts.

SCHEDULED MATURITY DATE: The date on which the Policy will mature, unless
extended by rider.

SEC: The U.S. Securities and Exchange Commission.

SEPARATE ACCOUNT: An account established by Hartford to separate the assets
funding the Policy from other assets of Hartford.; in this case, Separate
Account VL I.

SUB-ACCOUNT: A variable subdivision of the Separate Account.

SURRENDER CHARGE: A charge that may be assessed if the Face Amount is decreased
or You surrender the Policy.

VALUATION DAY: Every day the New York Stock Exchange is open for trading. The
value of the Separate Account is determined at the close of the New York Stock
Exchange (generally, 4:00 p.m. Eastern Time) on such days.

VALUATION PERIOD: The period between the close of business on successive
Valuation Days.

VIP: The Variable Insurance Products Fund.

VIP II: The Variable Insurance Products Fund II.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 7
- --------------------------------------------------------------------------------

SUMMARY

THE POLICY

This Prospectus has been designed to provide You with the necessary
information to make a decision on purchasing a flexible premium variable life
insurance Policy. The Policy is primarily a life insurance policy with death
benefits, cash values, and other features traditionally associated with life
insurance. The Policy is called "flexible premium" because, once the desired
level and pattern of death benefits have been determined, a Policy Owner has
considerable flexibility in choosing the timing and amount of premium to be
paid. The Policy is called "variable" because, unlike the fixed benefits of an
ordinary whole life insurance policy, the Account Value will, and the Death
Benefit may, increase or decrease depending on the investment experience of the
Funds to which the Net Premium(s) has been allocated.

The Policy is funded by a Fixed Account and Separate Account VL I. Separate
Account VL I is presently comprised of 36 Sub-Accounts, each of which invests
exclusively in one of the underlying Funds. If an initial premium is submitted
with an application for a Policy, the Net Premium will be allocated to the
Hartford Money Market Fund Sub-Account. At a later date, the values in the
Hartford Money Market Fund Sub-Account will be allocated to one or more of the
Sub-Accounts or to the Fixed Account, as specified in the Policy Owner's
application. This later date is the latest of: (1) 45 days after the Policy
application is signed; (2) 10 days after We mail or personally deliver a Notice
of Withdrawal Right; or (3) 10 days after the Policy Owner receives the issued
Policy. The Policy is credited with Accumulation Units in each selected
Sub-Account, the assets of which are invested in the applicable Fund. A Policy
Owner may transfer the assets among the Sub-Accounts and the Fixed Account,
subject to any applicable transfer charge. See "Detailed Description of Policy
Benefits and Provisions -- Transfers of Account Value," page 12.

POLICY OPTIONS

Available Policy options are structured to give a prospective Policy Owner
and his or her sales agent the ability to select a Policy tailored to the
prospective Policy Owner's specific life insurance needs.

The Policy options fall into three major categories:

1. Death Benefit Options -- The Policy Owner is able to select various
levels and patterns of Death Benefits. The Policies provide for three Death
Benefit Options: (1) a level Death Benefit equal to the Face Amount ("Option
A"); (2) the Face Amount plus Return of Account Value Death Benefit ("Option B")
; or (3) the Face Amount plus Return of Premium Death Benefit ("Option C"). At
the death of the Insured, We will pay the Death Proceeds to the beneficiary. See
"Detailed Description of Policy Benefits and Provisions -- Death Benefit," page
13.

2. Investment Options -- Currently, the Policy Owner has the choice of
allocating the Account Value among a maximum of nine of the Policy's 37
investment choices (36 Sub-Accounts and the Fixed Account). Currently, the Funds
are Hartford Advisers Fund, Hartford Bond Fund, Hartford Capital Appreciation
Fund, Hartford Dividend and Growth Fund, Hartford Growth and Income Fund,
Hartford Index Fund, Hartford International Advisers Fund, Hartford
International Opportunities Fund, Hartford MidCap Fund, Hartford Money Market
Fund, Hartford Mortgage Securities Fund, Hartford Small Company Fund and
Hartford Stock Fund; Putnam VT Asia Pacific Growth Fund, Putnam VT Diversified
Income Fund, Putnam VT Global Asset Allocation Fund, Putnam VT Global Growth
Fund, Putnam VT Growth and Income Fund, Putnam VT Health Sciences Fund, Putnam
VT High Yield Fund, Putnam VT International Growth Fund, Putnam VT International
Growth and Income Fund, Putnam VT International New Opportunities Fund, Putnam
VT Investors Fund, Putnam VT Money Market Fund, Putnam VT New Opportunities
Fund, Putnam VT New Value Fund, Putnam VT OTC & Emerging Growth Fund, Putnam VT
The George Putnam Fund of Boston, Putnam VT U.S. Government and High Quality
Bond Fund, Putnam VT Utilities Growth and Income Fund, Putnam VT Vista Fund and
Putnam VT Voyager Fund; and Fidelity VIP Equity-Income Portfolio, Fidelity VIP
Overseas Portfolio and Fidelity VIP II Asset Manager Portfolio. Prospective
purchasers should read the prospectuses for the Funds accompanying this
Prospectus in connection with the purchase of a Policy. For a discussion of the
investment objectives of each of the Funds, see "Separate Account VL I," page
20.

3. Premium Options -- The Policy Owner has the flexibility to choose,
within limits, the desired Policy premium schedule and the amount and frequency
of subsequent premiums. Prior to Policy issue, You can choose a Planned Premium
within a range determined by Hartford based on the Face Amount and each
Insured's gender (except where unisex rates apply), Issue Age and risk
classification. See "Detailed Description of Policy Benefits and Provisions --
Premium -- Premium Payment Flexibility," page 10.

FIXED ACCOUNT

Premium payments and Account Values may be allocated to the Fixed Account.
Amounts allocated to the Fixed Account become part of the general assets of
Hartford. Hartford invests the assets of the General Account in accordance with
applicable laws governing the investments of insurance company general accounts.
<PAGE>
8 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

ACCOUNT VALUE

As with many other types of insurance policies, each Policy will have an
Account Value. The Account Value will increase or decrease to reflect the
interest credited to the Fixed Account and the Loan Account (when applicable),
the investment experience of the Sub-Accounts applicable to the Policy, any
premium payments, deductions for the Monthly Deduction Amount, and any
withdrawals. There is no minimum guaranteed Account Value and the Policy Owner
bears the risk of the investment in the Funds. However, if the Death Benefit
guarantee is in effect, the Policy will not lapse due to poor investment
performance. See "Detailed Description of Policy Benefits and Provisions --
Premium -- Account Values," page 11.

DEDUCTIONS FROM THE PREMIUM

Before the premium is allocated to the Account Value, a deduction as a
percentage of premium is made for the premium tax and federal tax charge and
front-end sales load. The amount of each premium (after such deductions)
allocated to the Account Value is Your Net Premium.

PREMIUM TAX CHARGE AND FEDERAL TAX CHARGE

We deduct, as a percentage of each premium, a premium tax charge to cover
premium-based taxes assessed against Hartford by a state or other governmental
entity. Such percentage will vary by locale, depending on the tax rates in
effect at the time a Policy is issued. The range for such premium taxes
generally is between 0% and 4%.

We also deduct a current charge of 1.25% of each premium for federal taxes
imposed under Section 848 of the Code.

FRONT-END SALES LOAD

The front-end sales load is a charge deducted from each premium payment. The
current and maximum front-end sales load percentage is 2% in Policy Year 1 and
2% in Policy Years 2 through 10. Thereafter, the front-end sales load is
currently 0%. Hartford reserves the right to charge a maximum of 2%.

DEDUCTIONS AND CHARGES FROM
THE ACCOUNT VALUE

We will subtract amounts from Your Account Value to provide for the Monthly
Deduction Amount. Such deductions will be taken on a Pro Rata Basis from the
Fixed Account and the Sub-Accounts on each Monthly Activity Date.

The Monthly Deduction Amount equals the sum of:

(a) the cost of insurance;

(b) the charges for additional benefits provided by rider, if any;

(d) the monthly administrative fee; and

(e) the mortality and expense risk charge.

Hartford may also set up a provision for income taxes against the assets of
Separate Account VL I. See "Detailed Description of Policy Benefits and
Provisions -- Deductions and Charges from the Account Value," page 19, and
"Federal Tax Considerations," page 31.

Applicants should review the prospectuses for the Funds which accompany this
Prospectus for a description of the charges assessed against the assets of each
of the Funds.

CHARGES AGAINST THE FUNDS

Separate Account VL I purchases shares of the Funds at net asset value. The
net asset value of Fund shares reflects investment advisory fees and
administrative and other expenses already deducted from the assets of the Funds.
See the accompanying Fund prospectuses for more detail.

The following table shows annual Fund operating expenses for the year ended
December 31, 1997:

ANNUAL FUND OPERATING EXPENSES
(as a percentage of net assets)

<PAGE>

HARTFORD LIFE INSURANCE COMPANY 9
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT OPERATING
FEES EXPENSES
(BEFORE OTHER EXPENSES (BEFORE
FEE (BEFORE EXPENSE WAIVERS/
WAIVERS) REIMBURSEMENTS) REIMBURSEMENTS)(1)
---------- --------------- ---------------
<S> <C> <C> <C>
Hartford MidCap Fund (2)................ 0.750% 0.040% 0.790%
Hartford Money Market Fund.............. 0.425% 0.015% 0.440%
Hartford Mortgage Securities Fund....... 0.425% 0.025% 0.450%
Hartford Small Company Fund............. 0.750% 0.020% 0.770%
Hartford Stock Fund..................... 0.430% 0.020% 0.450%
Putnam VT Asia Pacific Growth Fund...... 0.800% 0.270% 1.070%
Putnam VT Diversified Income Fund....... 0.690% 0.110% 0.800%
Putnam VT Global Asset Allocation
Fund................................... 0.660% 0.110% 0.770%
Putnam VT Global Growth Fund............ 0.600% 0.150% 0.750%
Putnam VT Growth and Income Fund........ 0.470% 0.040% 0.510%
Putnam VT Health Sciences Fund (3)...... 0.700% 0.340% 1.040%
Putnam VT High Yield Fund............... 0.660% 0.060% 0.720%
Putnam VT International Growth Fund
(3).................................... 0.800% 0.470% 1.270%
Putnam VT International Growth and
Income Fund............................ 0.800% 0.320% 1.120%
Putnam VT International New
Opportunities
Fund (3)............................... 1.200% 0.680% 1.880%
Putnam VT Investors Fund (3)............ 0.650% 0.330% 0.980%
Putnam VT Money Market Fund............. 0.450% 0.090% 0.540%
Putnam VT New Opportunities Fund........ 0.580% 0.050% 0.630%
Putnam VT New Value Fund................ 0.700% 0.150% 0.850%
Putnam VT OTC & Emerging Growth Fund
(3).................................... 0.700% 0.340% 1.040%
Putnam VT The George Putnam Fund of
Boston (3)............................. 0.650% 0.360% 1.010%
Putnam VT U.S. Government and High
Quality Bond Fund...................... 0.610% 0.080% 0.690%
Putnam VT Utilities Growth and Income
Fund................................... 0.670% 0.070% 0.740%
Putnam VT Vista Fund.................... 0.650% 0.220% 0.870%
Putnam VT Voyager Fund.................. 0.540% 0.050% 0.590%
Fidelity VIP Equity-Income Portfolio
(4).................................... 0.500% 0.080% 0.580%
Fidelity VIP Overseas Portfolio (4)..... 0.750% 0.170% 0.920%
Fidelity VIP II Asset Manager Portfolio
(4).................................... 0.550% 0.100% 0.650%
</TABLE>

- ---------

(1) "Management Fees" generally represent the fees paid to the investment
adviser or its affiliate for investment and administrative services
provided. "Other Expenses" are expenses (other than "Management Fees") which
are deducted from the fund including legal, accounting and custodian fees.
For a complete description of the services provided in consideration of the
operating expenses deducted, please see the accompanying Funds prospectuses.

(2) Hartford MidCap Fund and Hartford Growth and Income Fund are new Funds.
"Total Fund Operating Expenses" are based on annualized estimates of such
expenses to be incurred in the current fiscal year. HL Investment Advisors,
Inc. has agreed to waive its fees for the Hartford Growth and Income Fund
until the assets of the Funds (excluding assets contributed by companies
affiliated with HL Investment Advisors, Inc.) reach $20 million. After this
waiver, the "Management Fees" would be 0.330%, the "Other Expenses would be
0.150%, and "Total Fund Operating Expenses" ratio would be 0.480%
(annualized).

(3) The "Management Fees" and "Other Expenses" shown in the table above do not
reflect an expense limitation. After an expense limitation, "Management
Fees," "Other Expenses" and "Total Fund Operating Expenses" would have been:

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT OPERATING
FEES OTHER EXPENSES EXPENSES
---------- --------------- ---------------
<S> <C> <C> <C>
Putnam VT Health Sciences Fund*......... 0.560% 0.340% 0.900%
Putnam VT International Growth Fund..... 0.730% 0.470% 1.200%
Putnam VT International New
Opportunities Fund..................... 0.920% 0.680% 1.600%
Putnam VT Investors Fund*............... 0.520% 0.330% 0.850%
Putnam VT OTC & Emerging Growth Fund*... 0.560% 0.340% 0.900%
Putnam VT The George Putnam Fund of
Boston*................................ 0.490% 0.360% 0.850%
</TABLE>

* Estimated "Management Fees," "Other Expenses" and "Total Fund Operating
Expenses."

(4) A portion of the brokerage commissions that certain funds pay was used to
reduce fund expenses. In addition, certain funds have entered into
arrangements with their custodian whereby credits realized, as a result of
uninvested cash balances were used to reduce custodian expenses. Including
these reductions, the "Total Operating Expenses" presented in the table
would have been 0.570% for Fidelity VIP Equity-Income Portfolio, 0.900% for
Fidelity VIP Overseas Portfolio and) 0.640% for Fidelity VIP II Asset
Manager Portfolio.

<PAGE>
10 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

POLICY LOANS

A Policy Owner may obtain a cash loan from Hartford. The loan is secured by
the Policy. At the time such loan is requested, Indebtedness may not exceed the
Cash Surrender Value. See "Detailed Description of Policy Benefits and
Provisions -- Policy Loans," page 13.

THE RIGHT TO EXAMINE OR EXCHANGE THE POLICY

Any person purchasing a Policy has a limited right to return such Policy for
cancellation. If a purchaser returns a Policy (a) within 10 days after receiving
such Policy, (b) 10 days after We mail or personally deliver a Notice of
Withdrawal Right or (c) within 45 days after signing of the Policy application,
whichever is latest (subject to applicable state regulation), Hartford, within 7
business days thereafter, will return to such Policy Owner the greater of (a)
the premium paid minus any Indebtedness, or (b) the sum of (1) the Account
Value, minus any Indebtedness, on the date the returned Policy is received by
Hartford or by its agent, and (2) any deductions under such Policy or by the
Funds for taxes, charges or fees.

Additionally, once the Policy is in effect, it may be exchanged during the
first 24 months after its Date of Issue for a non-variable life insurance policy
offered by Hartford on the life of the Insured without submitting proof of
insurability.

DETAILED DESCRIPTION OF POLICY
BENEFITS AND PROVISIONS

GENERAL

This Prospectus describes a flexible premium variable life insurance Policy
that offers a Policy Owner considerable flexibility in selecting the timing and
amount of premium payments.

PREMIUM

PREMIUM PAYMENT FLEXIBILITY

You have considerable flexibility as to when and in what amounts You pay
premiums. Prior to Policy issue, You can choose a Planned Premium, within a
range determined by Hartford, based on the Face Amount and the Insured's sex
(except where unisex rates apply), Issue Age and risk classification. We will
send You premium notices for Planned Premium. Such notices may be sent on an
annual, semi-annual or quarterly basis. You may also have premium payments
automatically deducted monthly from Your checking account. The Planned Premium
and payment mode You select are shown on Your Policy's specifications page. You
may change the Planned Premium at any time, subject to Our minimum amount rules
then in effect.

The Policy will not lapse as long as the Cash Surrender Value is sufficient
to cover the Monthly Deduction Amounts or the Death Benefit guarantee is
available. For more details, see "-- Lapse and Reinstatement," page 15.

ALLOCATION OF PREMIUM PAYMENTS

The initial Net Premium will be allocated to the Hartford Money Market Fund
Sub-Account on the later of the Policy Date or the date We receive the initial
premium payment

The value in the Hartford Money Market Fund Sub-Account will then be
allocated to the Fixed Account and the Sub-Accounts according to the premium
allocation specified in the Policy application on the latest of: (1) 45 days
after the Policy application is signed; (2) 10 days after We mail or personally
deliver a Notice of Withdrawal Right to You; or (3) 10 days after the Policy
Owner receives the issued Policy.

Any additional Net Premium derived from premium payments received by Us
prior to the free-look end date will be allocated to the Hartford Money Market
Fund Sub-Account.

You may change Your premium allocation by request In Writing. Portions of
the premium allocated to the Fixed Account and the Sub-Accounts must be whole
percentages. Net Premiums other than the initial Net Premium will be allocated
to the Fixed Account and the Sub-Accounts according to Your most recent
instructions, subject to the following: Currently, the Account Value may be
allocated to a maximum of nine Sub-Accounts. (Hartford reserves the right to
increase the number of allocable investment options to more than nine in the
future.) If We receive a premium payment and Your most recent allocation
instructions would violate the foregoing allocation limitation, We will allocate
the Net Premium to the Fixed Account and the Sub-Accounts on a Pro Rata Basis.

You will receive several different types of notification as to what Your
current premium allocation is. The initial allocation chosen by You is shown in
Your Policy. Each transactional confirmation received after a premium payment
will show how a Net Premium has been allocated. Additionally, each quarterly
statement will summarize the current premium allocation in effect for such
Policy.

ACCUMULATION UNITS

Net Premiums allocated to the Sub-Accounts are used to credit Accumulation
Units to those Sub-Accounts.

The number of Accumulation Units credited to each Sub-Account with respect
to Your Policy (including the initial allocation to Hartford Money Market Fund
Sub-Account and the amount credited to the Fixed Account) is determined by,
first, multiplying the Net Premium by the appropriate allocation percentage in
order to determine
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 11
- --------------------------------------------------------------------------------

the portion of the Net Premium to be invested in the Fixed Account or a
Sub-Account. Each portion to be invested in a Sub-Account is then divided by the
Accumulation Unit value (as hereinafter defined) for that particular
Sub-Account, as next computed following receipt of the premium payment.

ACCUMULATION UNIT VALUES

The Accumulation Unit value for each Sub-Account varies to reflect the
investment experience of the applicable Fund. It is determined on each Valuation
Day by multiplying the Accumulation Unit value on the preceding Valuation Day by
the Net Investment Factor (as hereinafter defined) for the Valuation Period then
ended. The Net Investment Factor for each of the Sub-Accounts is equal to the
net asset value per share of the corresponding Fund at the end of the Valuation
Period (plus the per share amount of any dividend or capital gain distributions
paid by that Fund in the Valuation Period then ended) divided by the net asset
value per share of the corresponding Fund at the beginning of the Valuation
Period.

All valuations in connection with the Policy (e.g., with respect to
determining Account Value, in connection with Policy loans, or with respect to
the calculation of Death Benefits or with respect to determining the number of
Accumulation Units to be credited to a Policy with each premium payment, other
than the initial premium payment) will be made on the date the valuation request
or a premium payment is received by Hartford at the National Service Center,
provided such date is a Valuation Day; otherwise such determination will be made
on the next succeeding date which is a Valuation Day.

PREMIUM LIMITATION

If a premium payment is received which would cause the Policy to fail to
meet the definition of a life insurance contract under the Code, Hartford
reserves the right to refund such excess premium and any interest thereon within
60 days after the end of a Policy Year.

We reserve the right to require evidence of insurability for any premium
payment that results in an increase in the Death Benefit greater than the amount
of such premium payment.

The minimum premium payment is $50. Any premium payment in excess of
$1,000,000 is subject to Hartford's approval.

ACCOUNT VALUES

The Policy will have an Account Value. There is no minimum guaranteed
Account Value. The Account Value will vary to reflect the investment experience
of the underlying Funds. The Account Value changes on a daily basis and will be
computed on each Valuation Day. The Account Value will increase to reflect
interest credited to the Fixed Account and the Loan Account (when applicable)
and any premium payments. The Account Value will decrease to reflect deductions
for the Monthly Deduction Amount and any withdrawals.

The Account Value of a Policy equals the Account Value in the Sub-Accounts
plus the value of the Fixed Account and the Loan Account. The Account Value of a
particular Policy is related to the net asset value of the Funds associated with
the Sub-Accounts, if any, to which premium payments on the Policy have been
allocated. The Account Value in the Sub-Accounts on any Valuation Day is
calculated by multiplying the number of Accumulation Units in each Sub-Account
as of the Valuation Day by the current Accumulation Unit value of that
Sub-Account and then totaling the result for all of the Sub-Accounts. The Cash
Value equals the Account Value less any applicable Surrender Charges. The Cash
Surrender Value, which is the net amount available upon surrender of the Policy,
is the Cash Value less any Indebtedness. See "-- Premium -- Accumulation Units,"
page 10.

AMOUNT PAYABLE ON SURRENDER OF THE POLICY

As long as the Policy is in effect, a Policy Owner may elect to fully
surrender the Policy, without the consent of the beneficiary under the Policy
(provided the designation of such beneficiary is not irrevocable). Upon
surrender, the Policy Owner will receive the Cash Surrender Value, determined as
of the later of (a) the date Hartford receives the Policy Owner's surrender
request In Writing or (b) the surrender date requested by the Policy Owner, and
the Policy will terminate.

SALES LOAD REFUND

If a Policy is surrendered during the first two Policy Years, the Cash
Surrender Value may be adjusted upward to reflect a reduced Surrender Charge.
For purposes of the Policy, the reduction in the Surrender Charge equals the
excess, if any, of the sum of the actual front-end sales load and the Surrender
Charge to date divided by the sum of 30% of the aggregate amount of premium
payments less than or equal to one Guideline Annual Premium (as hereinafter
defined) plus 10% of the aggregate amount of premium payments greater than one
Guideline Annual Premium but not more than two Guideline Annual Premiums.

The Guideline Annual Premium is only used in limiting front-end sales loads
and Surrender Charges. For purposes of the Policy, "Guideline Annual Premium"
means the level annual premium payment necessary to provide the future benefits
under the Policy through maturity, based on certain assumptions specified under
federal securities laws. These assumptions include mortality charges based on
the 1980 Commissioners' Standard Ordinary Smoker or Non-Smoker (CSO) Table, an
assumed annual net rate of return of 5% per year and deduction of the fees and
charges specified in the Policy.
<PAGE>
12 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

WITHDRAWALS

One Policy withdrawal is allowed each calendar month. The minimum withdrawal
allowed is $500. The maximum withdrawal is the Cash Surrender Value less $1,000.
If the Death Benefit Option then in effect under a Policy is Option A or Option
C, the Face Amount will be decreased by an amount equal to the reduction in the
Account Value resulting from the withdrawal. The minimum Face Amount required
after a withdrawal is subject to Our rules then in effect. Unless specified
otherwise, the withdrawal will be deducted on a Pro Rata Basis from the Fixed
Account and the Sub-Accounts. Currently, Hartford does not impose a withdrawal
charge. However, Hartford reserves the right to impose in the future a
withdrawal charge of up to $10.

Additionally, a Surrender Charge, equal to the proportion of the current
Surrender Charge represented by the amount of the Policy withdrawal to the
Account Value immediately prior to such withdrawal, will be deducted from the
Account Value.

Any decrease in the Face Amount resulting from a Policy withdrawal may
result in a partial Surrender Charge. See "-- Death Benefit -- Increases and
Decreases in Face Amount," page 14.

TRANSFERS OF ACCOUNT VALUE

AMOUNT AND FREQUENCY OF TRANSFERS

Upon request and as long as Your Policy is in effect, You may transfer
amounts among the Fixed Account and the Sub-Accounts. Transfers may be made by
request In Writing or by calling Our National Service Center at 1-800-231-5453.
Transfers by telephone may be made by the agent of record or by the
attorney-in-fact pursuant to a power of attorney. Telephone transfers may not be
permitted in some states. The policy of Hartford and its agents and affiliates
is that they will not be responsible for losses resulting from acting upon
telephone requests reasonably believed to be genuine. We will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine;
otherwise, We may be liable for any losses due to unauthorized or fraudulent
instructions. The procedures We follow for transactions initiated by telephone
include requiring callers to provide certain identifying information for
themselves (if they are not Policy Owners) and the Policy Owner. All transfer
instructions communicated by telephone are tape recorded.

The amounts which may be transferred and the number of transfers will be
limited by Our rules then in effect.

Currently, the Policy Owner may make one transfer per calendar month free of
charge, excluding any transfers made pursuant to Your enrollment in the dollar
cost averaging option. Each subsequent transfer in excess of one per calendar
month will be subject to a transfer charge of up to $25.

We reserve the right to limit at a future date the size of transfers and
remaining balances and the number and frequency of transfers.

For Policies purchased in New York, each transfer cannot exceed $2 million,
subject to Home Office approval.

TRANSFERS TO OR FROM SUB-ACCOUNTS

You may request to transfer some or all of Your Account Value between the
Sub-Accounts. When You request such a transfer, the number of Accumulation Units
credited to the Sub-Account from which the transfer will be made are reduced and
the number of Accumulation Units credited to the Sub-Account to which the
transfer will be made are increased.

The amount of any such increase or decrease of Accumulation Units will be
determined by dividing:

1. the amount transferred, by

2. the Accumulation Unit value for the effected Sub-Account, determined as of
the next Valuation Day after We receive Your transfer request In Writing.

TRANSFERS FROM THE FIXED ACCOUNT

In addition to the conditions set forth above, transfers from the Fixed
Account are subject to the following:

1. the transfer must occur during the 30-day period following each Policy
Anniversary; and

2. if Your accumulated value in the Fixed Account exceeds $1,000, the amount
You transfer from the Fixed Account in any Policy Year may not exceed 25% of
the accumulated value in the Fixed Account on the transfer date. We reserve
the right to modify the restrictions on transfers from the Fixed Account.

DOLLAR COST AVERAGING OPTION PROGRAM

You may elect to allocate Your Net Premiums among the Sub-Accounts and the
Fixed Account pursuant to the dollar cost averaging (DCA) option program. If You
choose to participate in the DCA program, Your Net Premiums will be deposited
into the Hartford Money Market Fund Sub-Account. Each month, amounts will be
withdrawn from that Sub-Account and allocated to the other investment options in
accordance with Your allocation instructions. The transfer date will be the
monthly anniversary of Your first transfer under Your initial DCA election. The
first transfer will commence within five business days after Hartford receives
Your initial election, either In Writing or by telephone, subject to the
telephone transfer procedures described above. Your Net Premium will be
allocated to the investment options that You specify, in the proportions that
You specify. If, on any transfer date, Your Cash Value allocated to the Hartford
Money Market Fund Sub-Account is
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 13
- --------------------------------------------------------------------------------

less than the amount You have elected to transfer, Your participation in the DCA
program will terminate.

You may also cancel Your DCA election by notice In Writing to Hartford or by
calling Our National Service Center at 1-800-231-5453.
The main objective of the DCA program is to minimize the impact of
short-term price fluctuations. The DCA program allows Policy Owners to take
advantage of market fluctuations. Since the same dollar amount is transferred to
other investment options at set intervals, the DCA program allows You to
purchase more Accumulation Units when prices are low and fewer Accumulation
Units when prices are high. Therefore, a lower average cost per Accumulation
Unit may be achieved over the long-term. However, it is important to understand
that a DCA program does not assure a profit or protect against loss in a
declining market. Policy Owners who choose to participate in the DCA program
should have the financial ability to continue making investments through periods
of low price levels.

POLICY LOANS

While a Policy remains in effect, a Policy Owner may obtain a cash loan from
Hartford, without the consent of the beneficiary under the Policy (provided the
designation of such beneficiary is not irrevocable). Any such loan is secured by
the Policy. Total Indebtedness (including the accrued interest on prior Policy
loans plus the amount of the requested loan) at the time the new Policy loan is
requested may not exceed the Cash Surrender Value. The minimum Policy loan
amount is $500.

The amount of each Policy loan will be transferred, on a Pro Rata Basis,
from the Fixed Account and each of the Sub-Accounts (unless the Policy Owner
specifies otherwise) to the Loan Account. The Loan Account is a mechanism used
to ensure that any outstanding Indebtedness remains fully secured by the Account
Value.

PREFERRED LOAN

If, at any time after the tenth Policy Anniversary, the Account Value
exceeds the total of all premiums paid since issue, a Preferred Loan is
available to the Policy Owner. The amount available for a Preferred Loan is the
amount by which the Account Value exceeds total premiums paid. The amount of
Indebtedness that qualifies as a Preferred Loan is determined on each Monthly
Activity Date. The amount of the Loan Account which equals a Preferred Loan will
be credited with interest at a rate equal to the Fixed Account Minimum Credited
Rate. A lower interest rate is charged on Preferred Loans than on the rest of
Your Indebtedness, if any.

LOAN INTEREST

Interest on Indebtedness will accrue daily. The table below shows the
interest rate We will charge on Your Indebtedness.

<TABLE>
<CAPTION>
POLICY FIXED ACCOUNT MINIMUM
YEAR PORTION OF INDEBTEDNESS CREDITED RATE PLUS
- ---------- ------------------------------ ---------------------
<C> <S> <C>
1-10 All Indebtedness 2%
11 and Preferred Loans (if any) 0%
later
All Indebtedness in excess of 1%
Preferred Loans
</TABLE>

CREDITED INTEREST

Any amounts in the Loan Account will be credited with interest at a rate
equal to the Fixed Account Minimum Credited Rate.

LOAN REPAYMENTS

You can repay all or any part of Your Indebtedness at any time while Your
Policy is in force. Each payment against Your Indebtedness must be at least $50
and will be deducted from the Loan Account, and allocated among the Fixed
Account and the Sub-Accounts in the same percentages as for Your premium payment
allocations.

TERMINATION DUE TO EXCESSIVE INDEBTEDNESS

If total Indebtedness equals or exceeds Cash Value on any Monthly Activity
Date, Your Policy will terminate. See "-- Lapse and Reinstatement," page 15.

EFFECT OF LOANS ON ACCOUNT VALUE

A Policy loan, whether or not repaid, will have a permanent effect on
Account Value because the investment results of each Sub-Account will apply only
to the amount remaining in such Sub-Accounts. Additionally, the interest rate
credited to the Fixed Account may be greater than the Fixed Account Minimum
Credited Rate. The longer a Policy loan is outstanding, the greater the effect,
whether favorable or unfavorable, on Your Account Value is likely to be. If the
Fixed Account and the Sub-Accounts earn more than the annual interest rate for
funds held in the Loan Account, a Policy Owner's Account Value will not increase
as rapidly as it would have had no Policy loan been made. If the Fixed Account
and the Sub-Accounts earn less than the annual interest rate for funds held in
the Loan Account, the Policy Owner's Account Value will be greater than it would
have been had no Policy loan been made. Additionally, the aggregate amount of
the outstanding Indebtedness, if not repaid, will reduce the Death Proceeds and
the Cash Surrender Value otherwise payable.

DEATH BENEFIT

The Policy provides for the payment of the Death Proceeds to the named
beneficiary upon the death of the Insured. The Death Proceeds payable to the
beneficiary
<PAGE>
14 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

equal the Death Benefit less any Indebtedness and less any due and unpaid
Monthly Deduction Amount occurring during a Grace Period. The Death Benefit
depends on the Death Benefit Option You select, the minimum Death Benefit
provision, and whether or not the Death Benefit guarantee is available. All or
part of the Death Proceeds may be paid in cash or applied under a payment option
under the Policy. See "Other Matters -- Payment Options," page 25.

DEATH BENEFIT OPTIONS

There are three Death Benefit Options: (1) the Level Death Benefit Option
("Option A"), (2) the Return of Account Value Death Benefit Option ("Option B"),
and (3) the Return of Premium Death Benefit Option ("Option C"). Subject to the
minimum Death Benefit described below, the Death Benefit under each option
equals the following:

1. Under Option A, the Face Amount.

2. Under Option B, the Face Amount plus the Account Value.

3. Under Option C, the Face Amount plus the lesser of: (a) the sum of the
premium payments under the Policy, and (b) the Option C Limit.

DEATH BENEFIT OPTION CHANGE

You may change Your Death Benefit Option by notifying Us In Writing of the
change. Any such change will become effective on the Monthly Activity Date
following the date We receive Your request. If You elect to change Your Death
Benefit Option to Option A, the Face Amount will become that amount available as
a Death Benefit immediately prior to such option change. If You elect to change
Your Death Benefit Option to Option B, the Face Amount will become the amount
available as a Death Benefit immediately prior to such option change, minus the
then-current Account Value. Changing your Death Benefit Option may result in a
Surrender Charge. (See "-- Increases and Decreases in Face Amount," page 14.)
You should consult a competent tax adviser regarding the possible adverse tax
consequences resulting from a change in your Death Benefit Option.

DEATH BENEFIT GUARANTEE

The Death Benefit guarantee will keep the Policy in force, regardless of the
investment performance of the Sub-Accounts under the Policy, provided the
following conditions are met:

1. The Policy is in the first 10 Policy Years (except in certain states where a
period less than 10 years may apply); and

2. On each Monthly Activity Date during the first 10 Policy Years the
cumulative premium paid into the Policy, less Indebtedness and less any
withdrawals, equals or exceeds the Cumulative Death Benefit Guarantee
premium on that date.

If the Face Amount has not been increased or decreased, the Cumulative Death
Benefit Guarantee Premium is the aggregate of:

1. the Cumulative Death Benefit Guarantee Premium on the previous Monthly
Activity Date; and

2. the current Monthly Death Benefit Guarantee Premium shown on the Policy's
specifications page.

The Monthly Death Benefit Guarantee Premium will be adjusted to reflect any
increases or decreases in the Face Amount during the Death Benefit guarantee
period. We will send You a schedule showing the new Monthly Death Benefit
Guarantee Premium required for this period and the Death Benefit Guarantee
Premium received to date.

While the Death Benefit guarantee is available, the Death Benefit will be
the Face Amount, regardless of the selected Death Benefit Option.

MINIMUM DEATH BENEFIT

The Policy has a minimum Death Benefit feature which automatically increases
the Death Benefit so that it will never be less than the Account Value
multiplied by the Minimum Death Benefit Percentage specified in the Policy. This
percentage varies according to the Insured's Issue Age, gender (where unisex
rates are not used) and insurance class and the Policy Year.

EXAMPLES OF THE MINIMUM DEATH BENEFIT:

<TABLE>
<CAPTION>
A B
---------- ----------
<S> <C> <C>
Face Amount............................ $ 100,000 $ 100,000
Account Value on Date of Death......... 46,500 34,000
Specified Percentage................... 250% 250%
Death Benefit Option................... Level Level
</TABLE>

In Example A, the minimum Death Benefit equals $116,250, i.e., the greater
of $100,000 (the Face Amount) or $116,250 (the Account Value at the Date of
Death of $46,500, multiplied by the specified percentage of 250%). This amount,
less any outstanding Indebtedness, constitutes the Death Proceeds payable to the
beneficiary under the Policy.

In Example B, the minimum Death Benefit is $100,000, i.e., the greater of
$100,000 (the Face Amount) or $85,000 (the Account Value of $34,000, multiplied
by the specified percentage of 250%).

INCREASES AND DECREASES IN FACE AMOUNT

At any time after the first Policy Year, You may request In Writing to
change the Face Amount. The minimum amount by which the Face Amount can be
increased or decreased is based on Our rules then in effect. We reserve the
right to limit the number of increases or decreases made
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 15
- --------------------------------------------------------------------------------

under the Policy to not more than one in any 12 month period.

A decrease in the Face Amount will be effective on the Monthly Activity Date
following the date We receive Your request In Writing. The remaining Face Amount
must not be less than that allowed by Our minimum rules then in effect. If You
ask to decrease Your Face Amount below the initial Face Amount, a Surrender
Charge may be assessed, equal to:

1. the Surrender Charge applicable to the current Policy Year; multiplied by

2. the percentage described below.

The percentage used to determine the Surrender Charge will be calculated by:

1. subtracting the requested Face Amount from the lowest Face Amount prior to
the request; and

2. dividing that difference by the lowest Face Amount prior to the request.

The Surrender Charge assessed will be deducted from Your Account Value on
the Monthly Activity Date effective for the decrease.

All requests to increase the Face Amount must be applied for on a new Policy
application and accompanied by Your Policy. All requests will be subject to
evidence of insurability satisfactory to Us. Any increase approved by Us will be
effective on the date shown on the new Policy's specifications page, provided
that the Monthly Deduction Amount for the first month after the effective date
of increase is made.

BENEFITS AT MATURITY

If the Insured is living on the Scheduled Maturity Date, upon surrender of
the Policy to Hartford, We will pay the Cash Surrender Value to the Policy
Owner. On the Scheduled Maturity Date, the Policy will terminate, unless
extended by rider, and Hartford will have no further obligations under the
Policy.

LAPSE AND REINSTATEMENT

POLICY LAPSE AND GRACE PERIOD

During the first Policy Year, the Policy will be in default on any Monthly
Activity Date on which the Account Value less Indebtedness is not sufficient to
cover the Monthly Deduction Amount.

During the second Policy Year, the Policy will be in default on any Monthly
Activity Date on which the Account Value, less Indebtedness, less 50% of the
Surrender Charge for the second Policy Year, is insufficient to cover the
Monthly Deduction Amount.

During the third Policy Year and thereafter, the Policy will be in default
on any Monthly Activity Date if the Cash Surrender Value is not sufficient to
cover the Monthly Deduction Amount.

A 61-day "Grace Period" will begin from the date of any Policy default. Upon
default, Hartford will mail the Policy Owner and any assignee written notice of
the amount of premium that will be required to continue the Policy in force. The
premium required will be no greater than the amount required to pay Monthly
Deduction Amounts during the Grace Period plus three additional Monthly
Deduction Amounts. Unless the Death Benefit guarantee is available, the Policy
will terminate without value if the required premium is not paid by the end of
the Grace Period. If the Death Benefit guarantee is available and sufficient
premium has not been paid by the end of the Grace Period, the Death Benefit will
be reduced to the Face Amount and any Policy riders will no longer be in force.
If the Insured dies during the Grace Period, We will pay the Death Proceeds.

DEATH BENEFIT GUARANTEE DEFAULT AND GRACE PERIOD

On every Monthly Activity Date during the Death Benefit guarantee period, We
will compare the cumulative premium payments received, less Indebtedness and
less withdrawals, to the Cumulative Death Benefit Guarantee Premium for the
Death Benefit guarantee period in effect.

If the cumulative premium payments received, less Indebtedness and less
withdrawals, are less than the Cumulative Death Benefit Guarantee Premium, the
Death Benefit guarantee will be deemed to be in default as of that Monthly
Activity Date and the Grace Period will begin. We will mail the Policy Owner and
any assignee written notice of the amount of premium required to continue the
Death Benefit guarantee.

The Death Benefit guarantee will be removed from the Policy at the end of
the Grace Period if We have not received the amount of premium required to
continue such guarantee.

REINSTATEMENT

Unless the Policy has been surrendered for its Cash Surrender Value, the
Policy may be reinstated prior to the Scheduled Maturity Date, provided:

1. You make Your reinstatement request In Writing within five years after the
Policy termination date;

2. You submit satisfactory evidence of insurability to Us;

3. Any Indebtedness existing at the time the Policy was terminated is repaid or
carried over to the reinstated Policy; and

4. You pay a premium sufficient to cover (a) all Monthly Deduction Amounts that
are due and unpaid during
<PAGE>
16 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

the Grace Period and (b) the sum of Monthly Deduction Amounts for the next
three months after the date the Policy is reinstated.

The Account Value on the reinstatement date equals:

1. The Cash Value at the time of Policy termination; plus

2. Net Premiums derived from premiums paid at the time of Policy reinstatement;
minus

3. the Monthly Deduction Amounts that were due and unpaid during the Grace
Period; plus

4. the Surrender Charge at the time of Policy reinstatement. The Surrender
Charge is based on the duration from the original Policy Date.

THE RIGHT TO EXAMINE OR EXCHANGE THE POLICY

A Policy Owner has a limited right to return a Policy for cancellation. If
the Policy is returned, by mail or personal delivery, to Hartford or to the
agent who sold such Policy, to be canceled (a) within 10 days after receipt of
the Policy by the Policy Owner, (b) within 10 days of Hartford's mailing or
personal delivering a Notice of Right to Withdraw to the Policy Owner, or (c)
within 45 days of signing of the Policy application (whichever is later, and
subject to applicable state regulation), Hartford will return to the Policy
Owner, within 7 days thereafter, the greater of the premium paid, less any
Indebtedness, or the sum of (x) the Account Value, less any Indebtedness, on the
date the returned Policy is received by Hartford or by its agent and (y) any
deductions for taxes, charges or fees under such Policy or by the Funds.

Once the Policy is in effect, it may be exchanged during the first 24 months
after its issuance for a non-variable life insurance policy offered by Us or an
affiliate. No evidence of insurability will be required. The new policy will
have an amount at risk which equals or is less than the amount at risk in effect
on the date of exchange. Premiums under the new policy will be based on the same
risk classification as the Policy for which the policy was exchanged. An
exchange of the Policy under such circumstances should be a tax-free transaction
under Section 1035 of the Code.

SURRENDERS

You may surrender the Policy or withdraw money from it at any time prior to
the Scheduled Maturity Date, provided the Policy has a Cash Surrender Value. If
You withdraw money from Your Policy and the Death Benefit Option at the time of
the withdrawal is either Option A (Level Option) or Option C (Return of Premium
Option), the Face Amount will be reduced by an amount equal to the reduction in
the Account Value resulting from the withdrawal. Any decrease in the Face Amount
resulting from a withdrawal may result in a partial Surrender Charge. See
"Detailed Description of Policy Benefits and Provisions -- Death Benefit --
Increases and Decreases in Face Amount," page 14.

During the first 15 Policy Years, a Surrender Charge will apply. The
Surrender Charge consists of (1) an administrative expense surrender charge and
(2) a sales surrender charge.

ADMINISTRATIVE EXPENSE SURRENDER CHARGE

The administrative expense surrender charge is designed to cover the
administrative expenses associated with underwriting and issuing a Policy,
including the costs of processing Policy applications, conducting medical
examinations, determining insurability and the Insured's underwriting class, and
establishing Policy records.

The administrative expense surrender charge varies, based on the Insured's
age on the Date of Issue and the state in which the Policy was issued. Your
sales representative can provide you with the actual administrative expense
surrender charge that applies to your Issue Age.

The following table represents the administrative expense surrender charge
for an Insured age 45 on the Date of Issue. The amount of the administrative
expense surrender charge remains level for five Policy Years. After the fifth
Policy Anniversary, such charge decreases uniformly each month until the end of
Policy Year 15, at which time it is zero.

<TABLE>
<CAPTION>
AMOUNT PER AMOUNT PER
$1,000 OF $1,000 OF
POLICY INITIAL FACE POLICY INITIAL FACE
YEAR AMOUNT YEAR AMOUNT
- --------- ------------- --------- -------------
<S> <C> <C> <C>
1 $ 5.00 9 $ 3.18
2 $ 5.00 10 $ 2.73
3 $ 5.00 11 $ 2.27
4 $ 5.00 12 $ 1.82
5 $ 5.00 13 $ 1.36
6 $ 4.55 14 $ 0.91
7 $ 4.09 15 $ 0.45
8 $ 3.64 16 $ 0.00
</TABLE>

The sum of the Administrative Expense Surrender Charge and the Monthly
Administrative Charge will not exceed the cost Hartford incurs in providing
administrative services under the Policy. Hartford does not expect to profit
from the Administrative Expense Surrender Charge.

SALES SURRENDER CHARGE

The sales surrender charge is designed to cover expenses relating to the
sale and distribution of the Policy, including commissions paid to any sales
personnel, the cost of preparing sales literature and other promotional
activities.

The sales surrender charge varies, based on the Insured's age on the Date of
Issue and the state in which the Policy was issued. Your sales representative
can provide you with the actual sales surrender charge that applies to Your
Issue Age.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 17
- --------------------------------------------------------------------------------

The following table represents the sales surrender charge for an Insured age
45 on the Date of Issue. The amount of such charge remains level for five Policy
Years. After the fifth Policy Anniversary, the sales surrender charge decreases
uniformly each month until the end Policy Year 15, at which time it is zero.

<TABLE>
<CAPTION>
AMOUNT PER AMOUNT PER
$1,000 OF $1,000 OF
POLICY INITIAL FACE POLICY INITIAL FACE
YEAR AMOUNT YEAR AMOUNT
- --------- ------------- --------- -------------
<S> <C> <C> <C>
1 $ 7.00 9 $ 4.45
2 $ 7.00 10 $ 3.82
3 $ 7.00 11 $ 3.18
4 $ 7.00 12 $ 2.55
5 $ 7.00 13 $ 1.91
6 $ 6.36 14 $ 1.27
7 $ 5.73 15 $ 0.64
8 $ 5.09 16 $ 0.00
</TABLE>

VALUATION OF PAYMENTS AND TRANSFERS

We value the Policy on each Valuation Day.
We will pay Death Proceeds, Cash Surrender Values, Withdrawals and Policy
loan amounts allocable to the Sub-Accounts within 7 days after We receive all
the information needed to process any such payment, unless the New York Stock
Exchange is closed for other than a regular holiday or weekend, trading is
restricted by the SEC or the SEC declares that an emergency exists.

Hartford may defer payment of any amounts allocated to the Fixed Account for
up to six months from the date on which We receive the request.

APPLICATION FOR A POLICY

Individuals wishing to purchase a Policy must submit an application to
Hartford. Within limits, an applicant for a Policy may choose the initial Face
Amount. Policies generally will be issued only on the lives of Insureds between
the ages of 0 and 80 who supply evidence of insurability satisfactory to
Hartford. Acceptance is subject to Hartford's underwriting rules, and Hartford
reserves the right to reject a Policy application for any reason.

The Policy will be effective on the Policy Date, provided Hartford has
received all outstanding delivery requirements and the initial premium payment.
The Policy Date is the date used to determine all future cyclical transactions
with respect to the Policy, e.g., the Monthly Activity Date, Policy months and
Policy Years.

REDUCED CHARGES FOR ELIGIBLE GROUPS

Certain of the charges and deductions described below may be reduced for a
Policy issued in connection with a specific plan, in accordance with Our rules
in effect as of the date We approve the Policy application. To qualify for such
a reduction, a plan must satisfy certain criteria, e.g., as to the size of the
plan, the expected number of participants and the plan's anticipated premium
payment. Generally, the sales contacts and effort, administrative costs and
mortality cost per Policy vary, based on such factors as the size of the plan,
the purposes for which the Policy is purchased and certain characteristics of
the plan's members. The amount of reduction and the criteria for qualification
are a reflection of the reduced sales effort and administrative costs resulting
from, and the different mortality experience expected as a result of, sales to
qualifying plans. We may modify, from time to time on a uniform basis, both the
amounts of reductions of charges and deductions and the criteria for a plan's
qualification for such reductions.. Reductions of charges will not be unfairly
discriminatory against any person, including an affected Policy Owner whose
Policy is funded by the Separate Account.

DEDUCTIONS FROM PREMIUMS

Before the allocation of a premium payment to the Account Value, a deduction
is made from such payment for the premium tax and federal tax charge and the
front-end sales load. The amount of each premium allocated to the Account Value
after such deductions is Your Net Premium.

PREMIUM TAX CHARGE AND FEDERAL TAX CHARGE

We deduct a percentage of each premium as a premium tax charge, to cover
premium-based taxes assessed against Hartford by a state or other governmental
entity. This percentage will vary by locale, depending on the tax rates in
effect there at the time the Policy is issued. The range of such premium tax
charge is generally between 0% and 4%.

We also deduct a 1.25% charge from each premium payment to cover the
estimated costs to Us of the federal income tax treatment of the Policy's
deferred acquisition costs under Section 848 of the Code. We have determined
that such federal tax charge is reasonable in relation to our increased federal
income tax burden resulting from the receipt of premiums.

Hartford must factor in the federal tax charge when computing the maximum
sales load chargeable under SEC rules.

FRONT-END SALES LOAD

The front-end sales load is a charge deducted from each premium payment. The
current maximum front-end sales load for all premiums is 2.0% in Policy Years 1
through 10. Thereafter, the front-end sales load is currently 0%. We reserve the
right to charge a maximum of 2.0%.
<PAGE>
18 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

EXAMPLE OF FRONT-END SALES LOADS/IMPACT OF REFUND OF SALES LOAD

An example of the actual front-end sales load and the impact of the load
refund, if any (see "-- Account Values -- Sales Load Refund," page 11), for a
Policy is shown below. The example uses the same specific information (i.e.,
Issue Age, Face Amount, premium payment level, etc.) as the illustration on page
37 of this Prospectus.

<TABLE>
<S> <C>
Death Benefit Option: Level
Face Amount: $250,000
Charges Assumed: Current
Issue Age/Sex/Class: 45/Male/Preferred
Guideline Annual Premium: $4,483.41
Annual Planned Premium: $3,250.00
Assumed Gross Annual Investment Return: 0%
</TABLE>

The "Total Cumulative Sales Load if Surrendered" column in the table below
represents the sum of all sales loads which would have been assessed since the
date of Policy issue, assuming a Policy surrender at the end of the
corresponding Policy Year.

The amount shown in the column entitled "Total Cumulative Sales Load if
Surrendered" is calculated as followed:

(1) The sum of the cumulative front-end sales load; plus

(2) the actual Surrender Charge for the Policy Year; minus

(3) the sales load refund, if any, applicable to the Policy Year.

ADDITIONAL CHARGES/CREDITS IF SURRENDERED

<TABLE>
<CAPTION>
CUMULATIVE TOTAL
FRONT-END MAXIMUM YEAR END ACTUAL SALES SALES CUMULATIVE
POLICY SALES SURRENDER ACCOUNT SURRENDER SURRENDER LOAD SALES LOAD IF
YEAR LOAD CHARGE VALUE CHARGE* CHARGE REFUND SURRENDERED**
- ---------- ----------- ----------- --------- ----------- ----------- --------- --------------
<S> <C> <C> <C> <C> <C> <C> <C>
1 65 3,000 1,880 1,880 630 0 695
2 130 3,000 3,849 3,000 1,750 333 1,547
3 195 3,000 5,724 3,000 1,750 0 1,945
4 260 3,000 7,498 3,000 1,750 0 2,010
5 325 3,000 9247 3,000 1,750 0 2,075
6 390 2,727 10,887 2,727 1,590 0 1,980
7 455 2,455 12,433 2,455 1,433 0 1,888
8 520 2,183 13,878 2,183 1,273 0 1,793
9 585 1,910 15,212 1,910 1,113 0 1,698
10 650 1,638 16,429 1,638 955 0 1,605
11 715 1,363 17,807 1,363 795 0 1,510
12 780 1,090 19,172 1,090 638 0 1,418
13 845 818 20,385 818 478 0 1,323
14 910 545 21,431 545 318 0 1,228
15 975 273 22,292 273 160 0 1,135
16 1,040 0 22,949 0 0 0 1,040
</TABLE>

* The Actual Surrender Charge assessed is the smaller of:

(a) The contractual maximum Surrender Charge, and

(b) Account Value at Policy Year-end.

** The "Total Cumulative Sales Load If Surrendered" column assumes a
surrender of the Policy at the end of the Policy Year. The amounts shown
therein equal:

(a) The cumulative front-end sales load; plus

(b) The Sales Surrender Charge; minus

(c) The sales load refund.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 19
- --------------------------------------------------------------------------------

DEDUCTIONS AND CHARGES FROM
THE ACCOUNT VALUE

MONTHLY DEDUCTION AMOUNTS

On the Policy Date and on each subsequent Monthly Activity Date, Hartford
will deduct the Monthly Deduction Amount from the Account Value to cover certain
charges and expenses incurred in connection with the Policy. Each Monthly
Deduction Amount will be deducted on a Pro Rata Basis from the Fixed Account and
each of the Sub-Accounts. The Monthly Deduction Amount will vary from month to
month.

The Monthly Deduction Amount equals the sum of:

1. the charge for the Cost of Insurance;

2. the monthly administrative charge;

3. the mortality and expense risk charge; and

4. the charges for additional benefits provided by rider.

1. Cost of Insurance Charge

The Cost of Insurance charge equals:

(a) the Cost of Insurance rate per $1,000; multiplied by

(b) the amount at risk; divided by

The amount at risk equals the Death Benefit less the Account Value on that
date, prior to assessing the Monthly Deduction Amount.

A charge for a special insurance class rating of an Insured, if
applicable, may be made against the Account Value. This charge is to
compensate Hartford for the additional mortality risk associated with
individuals in a special insurance class.

The Cost of Insurance charge is to cover Hartford's anticipated mortality
costs and other expenses. For standard risks, the Cost of Insurance rates
will not exceed those based on the 1980 Commissioners' Standard Ordinary
Mortality Smoker or Nonsmoker Table, age last birthday. A table of
guaranteed Cost of Insurance rates per $1,000 will be included in each
Policy; however, Hartford reserves the right to use rates less than those
shown in such table. Substandard risks will be charged a higher Cost of
Insurance rate which will not exceed rates based on a multiple of the 1980
Commissioners' Standard Ordinary Mortality Smoker or Nonsmoker Table, age
last birthday. The multiple will be based on the Insured's risk class.
Hartford will determine the Cost of Insurance rate at the start of each
Policy Year. Any changes in the Cost of Insurance rate will be made
uniformly for all Insureds of the same issue age, sex and risk class and
whose coverage has been in force for the same length of time. No change in
insurance class or cost will occur on account of deterioration of the
Insured's health.

Because the Account Value and the Death Benefit may vary from month to
month, the Cost of Insurance charge may also vary on each Monthly Activity
Date.

2. Monthly Administrative Charge

Hartford will assess a monthly administrative charge to reimburse Hartford
for administrative costs in connection with the Policy. The current monthly
administrative charge is $25 per month in Policy Year 1, $10 per month in
Policy Year 2 through 10, and $5 per month thereafter, not to exceed $7.50
per month in Policy Years 11 and later.

The sum of the monthly administrative charge and the administrative
expense surrender charge will not exceed Hartford costs for providing
administrative services under the Policy.

3. Mortality and Expense Risk Charge

A charge is made for mortality and expense risks assumed by Hartford.
Hartford may profit from this charge. See, also, "-- Account Values," page
11.

The current mortality and expense risk charge for any Monthly Activity
Date is equal to the product of:

(a) the current mortality and expense risk rate; and

(b) the portion of the Account Value allocated to the Sub-Accounts on the
Monthly Activity Date prior to assessing the Monthly Deduction Amount.

The current and guaranteed mortality and expense risk rate for Policy
Years 1 through 10 is 0.80% (.067% per month). Thereafter, the current rate
is 0.25% (.021% per month), with a guaranteed and maximum mortality and
expense risk rate of 0.50% (.042% per month).

The mortality risk assumed is that the Cost of Insurance charges specified
in the Policy will be insufficient to meet actual claims. The expense risk
assumed is that expenses incurred in issuing and administering the Policy
will exceed the administrative charges set in the Policy. Hartford may
profit from the mortality and expense risk charge and may use any such
profits for any proper purpose, including any difference between the cost it
incurs in distributing the Policy and the proceeds of the front-end sales
load. See "-- Front-End Sales Load," page 17.

4. Rider Charge

If the Policy includes riders, a charge applicable to such riders is made
from the Account Value on each Monthly Activity Date. The rider charge is to
compensate Hartford for the anticipated cost of providing
<PAGE>
20 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

benefits under such riders and is specified on the applicable rider. For a
description of the available Policy riders, see "Supplemental Benefits,"
page 26.

CHARGES AGAINST THE FUNDS

Separate Account VL I purchases shares of the Funds at net asset value. The
net asset value of Fund shares reflects investment advisory fees and
administrative expenses already deducted from assets of the Funds. See the
accompanying Fund prospectuses for more detail.

TAXES

Currently, no charge is made to the Separate Account for federal, state and
local taxes that may be allocable to the Separate Account. A change in the
applicable federal, state or local tax laws which impose taxes on Hartford
and/or the Separate Account may result in a charge against the Policy in the
future. Charges for other taxes, if any, allocable to the Separate Account may
also be made.

HARTFORD

Hartford Life Insurance Company ("Hartford") is a stock life insurance
company engaged in the business of writing health and life insurance, both
individual and group, in all states of the United States and the District of
Columbia. Hartford was originally incorporated under the laws of Massachusetts
on June 5, 1902, and was subsequently redomiciled to Connecticut. Its offices
are located in Simsbury, Connecticut; however, its mailing address is P.O. Box
2999, Hartford, CT 06104-2999. Hartford is a subsidiary of Hartford Fire
Insurance Company, one of the largest multiple lines insurance carriers in the
United States. Hartford is ultimately controlled by The Hartford Financial
Services Group, Inc., a Delaware corporation.

Hartford is rated A+ (superior) by A.M. Best and Company, Inc., on the basis
of its financial soundness and operating performance. Hartford is rated AA by
Standard & Poor's on the basis of insurer financial strength and AA+ by Duff and
Phelps on the basis of its claims paying ability. These ratings do not apply to
the investment performance of the Sub-Accounts. The ratings apply to Hartford's
ability to meet its insurance obligations, including those described in this
Prospectus.

SEPARATE ACCOUNT VL I

GENERAL

Separate Account VL I is a separate account of Hartford established on
September 18, 1992 pursuant to the insurance laws of the State of Connecticut
and organized as a unit investment trust registered with the SEC under the
Investment Company Act of 1940, as amended (the "1940 Act"). The Separate
Account meets the definition of "separate account" under federal securities
laws. Under Connecticut law, the assets of the Separate Account are held
exclusively for the benefit of Policy Owners and persons entitled to payments
under the Policy. The assets of the Separate Account are not chargeable with
liabilities arising out of any other business which Hartford may conduct.

FUNDS

The assets of each Sub-Account are invested exclusively in one of the Funds.
A Policy Owner may allocate premium payments among the Sub-Accounts. Policy
Owners should review the following brief descriptions of the investment
objectives of each of the Funds in connection with such allocation. All
investment options may not be available in all states. Policy Owners are also
advised to read the prospectuses for the Funds accompanying this Prospectus for
more detailed information. There is no guarantee that a Fund will achieve its
stated investment objectives.

HARTFORD FUNDS

HARTFORD ADVISERS FUND

Seeks maximum long term total rate of return by investing in common stocks
and other equity securities, bonds and other debt securities, and money market
instruments.

HARTFORD BOND FUND

Seeks maximum current income consistent with preservation of capital by
investing primarily in fixed-income securities. Up to 20% of the total assets of
this Fund may be invested in debt securities rated in the highest category below
investment grade ("Ba" by Moody's Investor Services, Inc. or "BB" by Standard &
Poor's) or, if unrated, are determined to be of comparable quality by the Fund's
investment adviser. Securities rated below investment grade are commonly
referred to as "high yield-high risk securities" or "junk bonds." For more
information concerning the risks associated with investing in such securities,
please refer to the section in the accompanying prospectus for the Hartford
Funds entitled "Hartford Bond Fund, Inc. -- Investment Policies."

HARTFORD CAPITAL APPRECIATION FUND

Seeks growth of capital by investing in equity securities selected solely on
the basis of potential for capital appreciation.

HARTFORD DIVIDEND AND GROWTH FUND

Seeks a high level of current income consistent with growth of capital and
reasonable investment risk.

HARTFORD GROWTH AND INCOME FUND

Seeks growth of capital and current income by investing primarily in equity
securities with earnings growth potential and steady or rising dividends.

<PAGE>
HARTFORD LIFE INSURANCE COMPANY 21
- --------------------------------------------------------------------------------

HARTFORD INDEX FUND

Seeks to provide investment results which approximate the price and yield
performance of publicly-traded common stocks in the aggregate, as represented by
the Standard & Poor's 500 Composite Stock Price Index.*

HARTFORD INTERNATIONAL ADVISERS FUND

Seeks maximum long-term total return consistent with prudent investment risk
by investing in a portfolio of equity, debt and money market securities.
Securities in which the Fund invests primarily will be denominated in non-U.S.
currencies and will be traded in non-U.S. markets.

HARTFORD INTERNATIONAL OPPORTUNITIES FUND

Seeks growth of capital by investing primarily in equity securities issued
by non-U.S. companies.

HARTFORD MIDCAP FUND

Seeks to achieve long-term capital growth through capital appreciation by
investing primarily in equity securities.

HARTFORD MONEY MARKET FUND

Seeks maximum current income consistent with liquidity and preservation of
capital.

HARTFORD MORTGAGE SECURITIES FUND

Seeks 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.

HARTFORD SMALL COMPANY FUND

Seeks growth of capital by investing primarily in equity securities selected
on the basis of potential for capital appreciation.

HARTFORD STOCK FUND

Seeks long-term growth of capital by investing primarily in equity
securities.

PUTNAM FUNDS

PUTNAM VT ASIA PACIFIC GROWTH FUND

Seeks capital appreciation by investing primarily in securities of companies
located in Asia and in the Pacific Basin. The fund's investments will normally
include common stocks, preferred stocks, securities convertible into common
stocks, and warrants to purchase common stocks or preferred stocks.

PUTNAM VT DIVERSIFIED INCOME FUND

Seeks high current income consistent with capital preservation by investing
in the following three sectors of the fixed income securities markets: a U.S.
Government and Investment Grade Sector, a High Yield Sector (which invests
primarily in securities commonly known as "junk bonds"), and an International
Sector. See the special considerations for investments in high yield securities
described in the Fund prospectus.

PUTNAM VT GLOBAL ASSET ALLOCATION FUND

Seeks a high level of long-term total return consistent with preservation of
capital by investing in U.S. equities, international equities, U.S. fixed income
securities, and international fixed income securities.

PUTNAM VT GLOBAL GROWTH FUND

Seeks capital appreciation through a globally diversified portfolio of
common stocks.

PUTNAM VT GROWTH AND INCOME FUND

Seeks capital growth and current income by investing primarily in common
stocks that offer potential for capital growth, current income, or both.

PUTNAM VT HEALTH SCIENCES FUND

Seeks capital appreciation by investing at least 80% of its assets (other
than assets invested in U.S. government securities, short-term debt obligations,
and cash or money market instruments) in common stocks and other securities of
companies in the health sciences industries.

PUTNAM VT HIGH YIELD FUND

Seeks high current income and, when consistent with this objective, a
secondary objective of capital growth, by investing primarily in high-yielding,
lower-rated fixed income securities, constituting a portfolio which Putnam
Management believes does not involve undue risk to income or principal. See the
special considerations for investments for high yield securities described in
the Fund prospectus.

PUTNAM VT INTERNATIONAL GROWTH FUND

Seeks capital appreciation by investing primarily in equity securities of
companies located in a country other than the United States.

PUTNAM VT INTERNATIONAL GROWTH AND INCOME FUND

Seeks capital growth, and a secondary objective of high current income by
investing primarily in common stocks that offer potential for capital growth and
may, when consistent with its investment objectives, invest in common stocks
that offer potential for current income. Under normal market conditions, the
fund expects to invest substantially all of its assets in securities principally

traded on markets outside of the United States.

* "STANDARD & POOR'S-REGISTERED TRADEMARK-", "S&P-REGISTERED TRADEMARK-", "S&P
500-REGISTERED TRADEMARK-", "STANDARD & POOR'S 500" AND "500" ARE TRADEMARKS
OF THE MCGRAW-HILL COMPANIES, INC. AND HAVE BEEN LICENSED FOR USE BY HARTFORD
LIFE INSURANCE COMPANY AND AFFILIATES. THE HARTFORD INDEX FUND, INC. ("INDEX
FUND") IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY STANDARD & POOR'S AND
STANDARD & POOR'S MAKES NO REPRESENTATION REGARDING THE ADVISABILITY OF
INVESTING IN THE INDEX FUND.
<PAGE>
22 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND

Seeks long-term capital appreciation by investing in companies that have
above-average growth prospects due to fundamental growth of their market sector.
Under normal market conditions, the fund expects to invest substantially all of
its total assets, other than cash or short-term investments held pending
investment, in common stocks, preferred stocks, convertible preferred stocks,
convertible bonds and other equity securities principally traded in securities
markets outside the United States.

PUTNAM VT INVESTORS FUND

Seeks long-term growth of capital and any increased income that results from
this growth by investing primarily in common stocks that Putnam Management
believes afford the best opportunity for capital growth over the long term.

PUTNAM VT MONEY MARKET FUND

Seeks as high a rate of current income as Putnam Management believes is
consistent with preservation of capital and maintenance of liquidity by
investing in high-quality money market instruments.

PUTNAM VT NEW OPPORTUNITIES FUND

Seeks long-term capital appreciation by investing principally in common
stocks of companies in sectors of the economy which Putnam Management believes
possess above average long-term growth potential.

PUTNAM VT NEW VALUE FUND

Seeks long-term capital appreciation by investing primarily in common stocks
that Putnam Management believes are undervalued at the time of purchase and have
the potential for long-term capital appreciation.

PUTNAM VT OTC & EMERGING GROWTH FUND

Seeks capital appreciation by investing primarily in common stocks that
Putnam Management believes have potential for capital appreciation significantly
greater than that of market averages.

PUTNAM VT THE GEORGE PUTNAM FUND OF BOSTON

Seeks to provide a balanced investment composed of a well-diversified
portfolio of stocks and bonds which will provide both capital growth and current
income.

PUTNAM VT U.S. GOVERNMENT AND HIGH QUALITY
BOND FUND

Seeks current income consistent with preservation of capital by investing
primarily in securities issued or guaranteed as to principal and interest by the
U.S. Government or by its agencies or instrumentalities and in other debt
obligations rated at least A by a nationally recognized securities rating agency
such as Standard & Poor's or Moody's Investor Services, Inc. or, if not rated,
determined by Putnam Management to be of comparable quality.

PUTNAM VT UTILITIES GROWTH AND INCOME FUND

Seeks capital growth and current income by concentrating its investments in
debt and equity securities issued by companies in the public utilities
industries.

PUTNAM VT VISTA FUND

Seeks capital appreciation by investing in a diversified portfolio of common
stocks which Putnam Management believes have the potential for above-average
capital appreciation.

PUTNAM VT VOYAGER FUND

Seeks capital appreciation by investing primarily in common stocks of
companies that Putnam Management believes have potential for capital
appreciation that is significantly greater than that of market averages.

FIDELITY VIP FUNDS

FIDELITY VIP EQUITY-INCOME PORTFOLIO

Seeks reasonable income by investing primarily in income-producing equity
securities. In choosing these securities, the Portfolio Manager will also
consider the potential for capital appreciation. The Portfolio's goal is to
achieve a yield which exceeds the composite yield on the securities comprising
the Standard & Poor's Index 500.

FIDELITY VIP OVERSEAS PORTFOLIO

Seeks long-term growth of capital primarily through investments in foreign
securities and provides a means for aggressive investors to diversify their own
portfolios by participating in companies and economies outside of the United
States.

In addition, the Portfolio may invest in high yield, lower-rated securities
(commonly referred to as "junk bonds") which are subject to greater risk than
investments in higher-rated securities. For a further discussion of lower-rated
securities, see "Risks of Lower-Rated Debt Securities" in the Fidelity
prospectus for this Portfolio. International funds have increased economic and
political risks as they are exposed to events and factors in the various world
markets. These risks may be greater for funds that invest in emerging markets.

FIDELITY VIP II ASSET MANAGER PORTFOLIO

Seeks high total return with reduced risk over the long-term by allocating
its assets among stocks, bonds and short-term money market instruments.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 23
- --------------------------------------------------------------------------------

The Hartford Funds are organized as corporations under the laws of the State
of Maryland and are registered as diversified open-end management companies
under the 1940 Act. The Putnam Funds are portfolios of the Putnam Variable Trust
(formerly, the Putnam Capital Manager Trust), which is organized as a business
trust under the laws of Massachusetts and as an open-end series investment
company under the 1940 Act. The Fidelity VIP Funds are portfolios of VIP and VIP
II, each of which is organized as a Massachusetts business trust and as a
diversified open-end management investment company with multiple portfolios.
Fidelity VIP Equity-Income Portfolio and the Fidelity VIP Overseas Portfolio are
portfolios of the Variable Insurance Products Fund. Fidelity VIP II Asset
Manager Portfolio is a portfolio of the Variable Insurance Products Fund II.

Each Fund continuously issues an unlimited number of full and fractional
shares of beneficial interest in such Fund. Such shares are offered to separate
accounts, including the Separate Account, established by Hartford or one of its
affiliated companies specifically to fund policies, including the Policy, issued
by Hartford or its affiliates as permitted by the1940 Act.

It is conceivable that in the future it may be disadvantageous for variable
life insurance separate accounts and variable annuity separate accounts to
invest in the Funds simultaneously. Although neither Hartford nor the Funds
currently foresee any such disadvantages either to variable life insurance
Policy Owners or to variable annuity Policy Owners, the Board of Directors for
the Hartford Funds and the Board of Trustees for the Putnam Funds and the
Fidelity VIP Funds (collectively the "Boards") intend to monitor events in order
to identify any material conflicts between the Policy Owners and to determine
what action, if any, should be taken in response thereto. If the Boards were to
conclude that separate funds should be established for variable annuity separate
accounts and variable life insurance separate accounts, Hartford will bear the
attendant expenses.

All investment income of, and other distributions to, each Sub-Account
arising from the applicable Fund are reinvested in shares of that Fund at net
asset value. The income and realized gains and/or losses on the assets of each
Sub-Account are therefore separate and are credited to or charged against the
Sub-Account without regard to income, gains or losses from any other Sub-Account
or from any other business of Hartford. Hartford will purchase shares in the
Funds in connection with premium payments allocated to the applicable
Sub-Account in accordance with Policy Owners' directions and will redeem shares
in the Funds to meet Policy obligations or make adjustments in reserves, if any.
The Funds are required to redeem Fund shares at net asset value and generally to
make payment within 7 days of such redemption.

Subject to compliance with the law as then in effect, Hartford reserves the
right to make additions to, deletions from, and/or substitutions for the
Separate Account and the Sub-Accounts. If shares of any of the Funds should no
longer be available for investment, or if, in the judgment of Hartford's
management, further investment in shares of any Fund is inappropriate in view of
the purposes of the Policy, Hartford may substitute shares of another Fund for
Fund shares already purchased, or to be purchased, under the Policy. No such
substitution will take place without notice to, and the consent of, Policy
Owners and without prior approval of the SEC to the extent required by the 1940
Act. Subject to Policy Owner approval, if required, Hartford also reserves the
right to end the registration under the 1940 Act of the Separate Account or any
other separate accounts which may fund the Policy and of which Hartford is the
depositor.

Each Fund is subject to certain investment restrictions which may not be
changed without the approval of a majority of the shareholders of the Fund. See
the prospectuses for the Funds accompanying this Prospectus.

INVESTMENT ADVISER

HARTFORD FUNDS

The investment adviser for the Hartford Funds is HL Investment Advisors,
Inc. ("HL Advisors"), Hartford Plaza, Hartford, CT 06115. HL Advisors provides
investment advice pursuant to an investment advisory agreement between it and
each of the Funds and, in general, supervises the management and investment
program of the Hartford Funds. HL Advisors receives a fee for such services.

The Hartford Investment Management Company, Inc. ("HIMCO"), an affiliate of
Hartford organized under Connecticut law, acts as investment sub-adviser to
Hartford Bond Fund, Hartford Index Fund, Hartford Mortgage Securities Fund and
Hartford Money Market Fund.

Wellington Management Company, LLP ("Wellington Management") serves as the
investment sub-adviser to the Hartford Advisers Fund, Hartford Capital
Appreciation Fund, Hartford Dividend and Growth Fund, Hartford Growth and Income
Fund, Hartford International Advisers Fund, Hartford International Opportunities
Fund, Hartford MidCap Fund, Hartford Small Company Fund, and Hartford Stock
Fund. Wellington Management, organized as a private Massachusetts partnership,
is a professional investment counseling firm which provides investment services
to investment companies, other institutions and

<PAGE>
24 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

individuals. Wellington Management's predecessor organizations have provided
investment advisory services to investment companies since 1933 and to
investment counseling clients since 1960.

See the prospectus for the Hartford Funds accompanying this Prospectus for a
more complete description of HIMCO and Wellington Management and their
respective fees.

PUTNAM FUNDS

Putnam Management, One Post Office Square, Boston, Massachusetts 02109,
serves as the investment manager for the Putnam Funds. An affiliate, Putnam
Advisory Company, Inc., manages domestic and foreign institutional accounts and
mutual funds. Another affiliate, Putnam Fiduciary Trust Company, provides
investment advice to institutional clients under its banking and fiduciary
policies. Putnam Management and its affiliates are wholly-owned subsidiaries of
Marsh & McLennan Companies, Inc., a publicly owned holding company whose
principal businesses are international insurance brokerage and employee benefit
consulting.

FIDELITY VIP FUNDS

The Fidelity VIP Funds are managed by Fidelity Management & Research Company
("FMR"), whose principal business address is 82 Devonshire Street, Boston,
Massachusetts 02109. FMR, founded in 1946, is the original Fidelity company and
one of America's largest investment management organizations, composed of a
number of different companies offering a variety of financial services and
products. FMR provides investment research and portfolio management services to
a number of mutual funds and other clients. Various Fidelity companies perform
certain activities required to operate VIP and VIP II.

THE FIXED ACCOUNT

THAT PORTION OF THE POLICY RELATING TO THE FIXED ACCOUNT IS NOT REGISTERED
UNDER THE SECURITIES ACT OF 1933 ("1933 ACT") AND THE FIXED ACCOUNT IS NOT
REGISTERED AS AN INVESTMENT COMPANY UNDER THE 1940 ACT. ACCORDINGLY, NEITHER THE
FIXED ACCOUNT NOR ANY INTERESTS THEREIN ARE SUBJECT TO THE PROVISIONS OR
RESTRICTIONS OF THE 1933 ACT OR THE 1940 ACT, AND THE DISCLOSURE REGARDING THE
FIXED ACCOUNT HAS NOT BEEN REVIEWED BY THE STAFF OF THE SEC. THE FOLLOWING
DISCLOSURE ABOUT THE FIXED ACCOUNT MAY BE SUBJECT TO CERTAIN GENERALLY
APPLICABLE PROVISIONS OF THE FEDERAL SECURITIES LAWS REGARDING THE ACCURACY AND
COMPLETENESS OF DISCLOSURE.

Premium payments and Account Values allocated to the Fixed Account become a
part of the general assets of Hartford. Hartford invests the assets of the
General Account in accordance with applicable law governing the investments of
insurance company general accounts.

The Fixed Account Minimum Credited Rate is shown in the Policy. Currently,
Hartford guarantees that it will credit interest at a rate of not less than 4%
per year, compounded annually, to amounts allocated to the Fixed Account under
the Policy. Hartford may credit interest at a rate in excess of the Fixed
Account Minimum Credited Rate; however, Hartford is not obligated to credit any
interest in excess of the Fixed Account Minimum Credited Rate. There is no
specific formula for the determination of excess interest credits. Some of the
factors that Hartford may consider in determining whether to credit excess
interest to amounts allocated to the Fixed Account and the amount thereof are
general economic trends, rates of return currently available and anticipated on
Hartford's investments, regulatory and tax requirements and competitive factors.
ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS OF THE
FIXED ACCOUNT MINIMUM CREDITED RATE WILL BE DETERMINED IN THE SOLE DISCRETION OF
HARTFORD. THE POLICY OWNER ASSUMES THE RISK THAT INTEREST CREDITED TO FIXED
ACCOUNT ALLOCATIONS MAY NOT EXCEED THE FIXED ACCOUNT MINIMUM CREDITED RATE.

OTHER MATTERS

VOTING RIGHTS

In accordance with its view of presently applicable law, Hartford will vote
the shares of the Funds at regular and special meetings of the shareholders of
the Funds in accordance with instructions received from Policy Owners (or
assignees of the Policy, as the case may be) having a voting interest in the
Separate Account. The number of shares held in the Separate Account which are
allocable to each Policy Owner is determined by dividing a Policy Owner's
interest in each Sub-Account by the net asset value of the shares of the
applicable Funds. Hartford will vote shares for which no instructions have been
received and shares which are not allocable to Policy Owners (i.e., shares owned
by Hartford) in the same proportion as it votes shares for which it has received
instructions. However, in the event the 1940 Act or any rule promulgated
thereunder is amended or Hartford's present interpretation of the law changes
and, as a result, Hartford determines it is permitted to vote the shares of the
Funds in its own right, it may elect to do so.

The voting interests of a Policy Owner (or the assignee) in the Funds will
be determined as follows: A Policy Owner may cast one vote for each full or
fractional Accumulation
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 25
- --------------------------------------------------------------------------------

Unit owned under the Policy and allocated to a Sub-Account, the assets of which
are invested in the particular Fund on the record date for the shareholder
meeting for that Fund. If, however, a Policy Owner has taken a loan secured by
the Policy, amounts transferred from the Sub-Account(s) to the Loan Account in
connection with such Policy loan (see "Detailed Description of Policy Benefits
and Provisions -- Policy Loans," page 13) will not be considered in determining
the voting interests of that Policy Owner. Policy Owners should review the
prospectuses for the Funds which accompany this Prospectus to determine matters
on which shareholders may vote.

Hartford may disregard voting instructions when required by state insurance
regulatory authorities, if such instructions require that the shares be voted so
as to cause a change in the sub-classification or investment objective of one or
more of the Funds or to approve or disapprove an investment advisory policy for
the Funds. In addition, Hartford may disregard voting instructions in favor of
changes initiated by a Policy Owner in the investment policy of, or any
investment adviser to, the Funds if Hartford reasonably disapproves of such
changes. A change would be disapproved only if the proposed change is contrary
to state law or prohibited by state regulatory authorities. In the event
Hartford disregards voting instructions, a summary of that action and the
reasons for such action will be included in the next periodic report to Policy
Owners.

STATEMENTS TO POLICY OWNERS

We will send You a statement at least once each Policy Year, showing:

1. the current Account Value, Cash Surrender Value and Face Amount;

2. the premiums paid, Monthly Deduction Amounts and Policy loans since the last
statement;

3. the amount of any Indebtedness;

4. any notifications required by the provisions of Your Policy; and

5. any other information required by the insurance department of the state
where Your Policy was delivered.

LIMIT ON RIGHT TO CONTEST

Hartford may not contest the validity of a Policy after it has been in
effect during the lifetime of the Insured for two years from the Issue Date. If
a Policy is reinstated, such two-year period is measured from the date of
reinstatement. In addition, if the Insured commits suicide in such two-year
period, or any other period specified in state law, the benefit payable will be
limited to the premiums paid, less any Indebtedness and less any withdrawals.

MISSTATEMENT AS TO AGE

If the age of an Insured is incorrectly stated the amount of Death Benefit
will be appropriately adjusted, as specified in Your Policy.

PAYMENT OPTIONS

Proceeds under the Policy may be paid in a lump sum or may be applied to one
of Hartford's payment options. The minimum amount that may be placed under a
payment option is $5,000, unless Hartford consent to a lesser amount. Once
payments under the Second Option, the Third Option or the Fourth Option
commence, no surrender of the Policy may be made for the purpose of receiving a
lump sum settlement in lieu of the life insurance payments.

The following payment options are available under the Policy.

FIRST OPTION -- Interest Income

Payments of interest at the rate We declare (but not less than 3 1/2% per
year) on the amount applied under this option.

SECOND OPTION -- Income of Fixed Amount

Equal payments of the amount chosen until the amount applied under this
option (with interest of not less than 3 1/2% per year) is exhausted. The final
payment will be for the balance remaining.

THIRD OPTION -- Payments for a Fixed Period

An amount payable monthly for the number of years selected which may be from
one to 30 years.

FOURTH OPTION -- Life Income

LIFE ANNUITY -- An annuity payable monthly during the lifetime of the
annuitant and terminating with the last monthly payment due preceding the
death of the annuitant.

LIFE ANNUITY WITH 120 MONTHLY PAYMENTS CERTAIN -- An annuity providing
monthly income to the annuitant for a fixed period of 120 months and for as
long thereafter as the annuitant shall live.

The tables in the Policy provide for guaranteed dollar amounts of monthly
payments for each $1,000 applied under the four payment options. Under the
Fourth Option, the amount of each payment will depend upon the age of the
Annuitant at the time the first payment is due. If any periodic payment due any
payee is less than $200, Hartford may make payments less often.
<PAGE>
26 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

The table for the Fourth Option is based on the 1983a Individual Annuity
Mortality Table, set back one year with a net investment rate of 3.5% per annum.
The tables for the First, Second and Third Options are based on a net investment
rate of 3.5% per annum. However, Hartford may, from time to time, at Our
discretion if mortality appears more favorable and interest rates justify, apply
other tables which will result in higher monthly payments for each $1,000
applied under one or more of the payment options.

Hartford will make any other arrangements for income payments as Hartford
and the Policy Owner may be agree.
BENEFICIARY

A prospective purchaser names the beneficiary under a Policy in the Policy
application. A Policy Owner may change the beneficiary (unless irrevocably
named) during the lifetime of the Insured by request In Writing to Hartford. If
no beneficiary is living when the Insured dies, the Death Proceeds will be paid
to the Policy Owner if living, or, otherwise, to the Policy Owner's estate.

ASSIGNMENT

A Policy may be assigned as collateral for a loan or other obligation.
Hartford is not responsible for any payment made or action taken before receipt
of notice In Writing of such assignment. Proof of interest must be filed with
any claim under a collateral assignment.

DIVIDENDS

No dividends will be paid under the Policy.

SUPPLEMENTAL BENEFITS

The following supplemental benefits are among the options that may be
included in a Policy by rider, subject to the restrictions and limitations set
forth therein. The Monthly Deduction Amount will be increased to include the
charges for any rider.

MATURITY DATE EXTENSION RIDER

Subject to certain Death Benefit and premium restrictions, we will extend
the Scheduled Maturity Date to the date of the death of the Insured, regardless
of the age of the Insured. See "Federal Tax Considerations -- Income Taxation of
Policy Benefits," page 32.

TERM INSURANCE RIDER

We will pay an amount upon the death of a designated insured person other
than the Insured Person while the Policy remains in force.

DEDUCTION AMOUNT WAIVER RIDER

Subject to certain age and underwriting restrictions, a Policy may include a
Deduction Amount Waiver Rider. Such rider provides for the waiver of the Monthly
Deduction Amount in the event of total disability prior to the Insured reaching
Attained Age 65 and continuing for at least six months. For purposes of this
section, "Attained Age" means the Issue Age plus the number of fully completed
Policy Years. The number of Monthly Deduction Amounts waived depends on the
Insured's Attained Age when the disability began. If the Deduction Amount Waiver
Rider is added to a Policy, the Monthly Deduction Amounts will be increased to
include the charges for such rider.

WAIVER OF SPECIFIED AMOUNT
DISABILITY BENEFIT RIDER

If the Insured becomes totally disabled, We will credit the Policy with a
premium equal to the Specified Amount Disability Benefit as defined in Your
Policy, for as long as the Insured remains totally disabled. The rider is
subject to certain qualifications and restrictions.

ACCIDENTAL DEATH BENEFIT RIDER

Subject to certain age and underwriting requirements, a Policy may include
an Accidental Death Benefit Rider. Such rider provides for an increase in the
amount paid upon the death of the Insured if the death results from an accident.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 27
- --------------------------------------------------------------------------------

EXECUTIVE OFFICERS AND DIRECTORS

<TABLE>
<CAPTION>
POSITION WITH HARTFORD; OTHER BUSINESS PROFESSION, VOCATION OR EMPLOYMENT
NAME; AGE YEAR OF ELECTION FOR PAST FIVE YEARS; OTHER DIRECTORSHIPS
- -------------------------------- ------------------------------------- ----------------------------------------------------------
<S> <C> <C>
Ahn, Dong H., 37 Vice President, 1998 Vice President (1998-Present), Hartford Life and Accident
Insurance Company.
Bossen Wendell J., 64 Vice President, 1992** Vice President (1992-Present), Hartford Life and Accident
Insurance Company; President (1992-Present),
International Corporate Marketing Group, Inc.; Executive
Vice President (1984-1992), Mutual Benefit.
Boyko, Gregory A., 46 Senior Vice President, Chief Vice President and Controller (1995-1997), Hartford;
Financial Officer & Director (1997-Present); Senior Vice President, Chief
Treasurer, 1997 Financial Officer & Treasurer (1997-Present); Vice
Director, 1997* President & Controller (1995-1997), Hartford Life and
Accident Insurance Company; Senior Vice President, Chief
Financial Officer & Treasurer (1997-Present), Hartford
Life, Inc.; Chief Financial Officer (1994-1995), IMG
American Life; Senior Vice President (1992-1994),
Connecticut Mutual Life Insurance Company.
Cummins, Peter W., 60 Senior Vice President, 1997 Vice President (1989-1997); Director of Broker Dealer
Sales-ILAD (1989-1992), Hartford; Senior Vice President
(1997-Present) Vice President (1989-1997); Director of
Broker Dealer Sales-ILAD (1989-1991), Hartford Life and
Accident Insurance Company.
de Raismes, Ann M., 47 Senior Vice President, 1997 Vice President (1994-1997); Assistant Vice President
Director of Human Resources, (1992-1994); Hartford; Senior Vice President
1991 (1997-Present); Director of Human Resources
(1991-Present); Vice President (1994-1997); Assistant
Vice President (1992-1994); Hartford Life and Accident
Insurance Company; Vice President, Human Resources
(1997-Present), Hartford Life, Inc.
Fitch, Timothy M., 45 Vice President, 1995 Assistant Vice President (1992-1995), Hartford; Vice
Actuary, 1994 President (1995-Present); Actuary (1994-Present);
Assistant Vice President (1992-1995), Hartford Life and
Accident Insurance Company.
Foy, David T., 31 Vice President, 1998 Assistant Vice President (1995-1998), Hartford; Vice
President (1998-Present), Hartford Life and Accident
Insurance Company.
Gardner, Bruce D., 47 Vice President, 1995 Director (1994-1997); General Counsel & Corporate
Secretary (1991-1995), Hartford; Vice President
(1995-1997); Director (1995-1997); General Counsel &
Corporate Secretary (1991-1995), Hartford Life and
Accident Insurance Company.
</TABLE>
<PAGE>

28 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
POSITION WITH HARTFORD; OTHER BUSINESS PROFESSION, VOCATION OR EMPLOYMENT
NAME; AGE YEAR OF ELECTION FOR PAST FIVE YEARS; OTHER DIRECTORSHIPS
- -------------------------------- ------------------------------------- ----------------------------------------------------------
<S> <C> <C>
Garrett, J. Richard, 53 Vice President, 1993 Treasurer (1986-1997), Hartford; Vice President
Assistant Treasurer, 1997 (1993-Present); Assistant Treasurer (1997-Present);
Treasurer (1983-1997); Hartford Life and Accident
Insurance Company; Treasurer (1977), The Hartford
Financial Services Group.
Ginnetti, John P., 52 Executive Vice President and Senior Vice President-Individual Life and Annuity Division
Director, Asset Management (1988-1994), Hartford; Director (1988-Present); Director
Services, 1994 (1988-Present); Executive Vice President & Director,
Director, 1988* Asset Management Services (1994-Present); Senior Vice
President-Individual Life and Annuity Division
(1988-1994), Hartford Life and Accident Insurance
Company; Executive Vice President, Asset Management,
Hartford Life, Inc. (1997-Present).
Godfrey, William A., III, 41 Senior Vice President, 1997 Senior Vice President (1997-Present), Hartford; Senior
Vice President (1997-Present), Harford Life and Accident
Insurance Company; Vice President Information Technology
(1997-Present), Hartford Life, Inc.
Godkin, Lynda, 44 Senior Vice President, 1997 Associate General Counsel (1995-1996); Assistant General
General Counsel, 1996 Counsel and Secretary (1994-1995); Counsel (1990-1994),
Corporate Secretary, 1995 Hartford; Director (1997-Present); Senior Vice President
Director, 1997* (1997-Present); General Counsel (1996-Present);
Corporate Secretary (1995-Present); Associate General
Counsel (1995-1996); Assistant General Counsel and
Secretary (1994-1995); Counsel (1990-1994), Hartford
Life and Accident Insurance Company; Vice President and
General Counsel (1997-Present), Hartford Life, Inc.
Grady, Lois W., 53 Senior Vice President, 1998 Vice President (1993-1998); Assistant Vice President
Vice President, 1993 (1987-1993), Hartford; Senior Vice President (1998);
Vice President (1993-1997); Assistant Vice President
(1987-1993), Hartford Life and Accident Insurance
Company.
Graham, Christopher, 47 Vice President, 1997
Hunt, Mark E., 37 Vice President, 1998 Assistant Vice President (1997-1998), Hartford; Vice
President (1998-Present), Assistant Vice President
(1997-1998), Hartford Life and Accident Insurance
Company.
Joyce, Stephen T., 39 Vice President, 1997 Assistant Vice President (1994-1997), Hartford; Assistant
Vice President (1994-1997), Hartford Life and Accident
Insurance Company.
Keeler, Michael D., 37 Vice President, 1998 Vice President (1998-Present), Hartford Life and Accident
Insurance Company.
Kerzner, Robert A., 46 Senior Vice President, 1998 Vice President, (1995-1998); Regional Vice President
Vice President, 1995 (1991-1994), Hartford; Vice President (1994-1997),
Hartford Life and Accident Insurance Company.
Levenson, David N., 31 Vice President, 1998 Assistant Vice President (1995-Present), Hartford.
</TABLE>
<PAGE>

HARTFORD LIFE INSURANCE COMPANY 29
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
POSITION WITH HARTFORD; OTHER BUSINESS PROFESSION, VOCATION OR EMPLOYMENT
NAME; AGE YEAR OF ELECTION FOR PAST FIVE YEARS; OTHER DIRECTORSHIPS
- -------------------------------- ------------------------------------- ----------------------------------------------------------
<S> <C> <C>
Maher, Steven M., 43 Vice President, 1992 Assistant Vice President (1987-1992), Hartford; Vice
Actuary, 1987 President (1993-Present); Actuary (1987-Present);
Assistant Vice President (1987-1993), Hartford Life and
Accident Insurance Company.
Malchodi, William B., Jr., 50 Vice President, 1994 Director of Taxes, Hartford (1991-1998); Director of Taxes
(1992-1998), Hartford Life and Accident Insurance
Company.
Marra, Raymond J., 37 Vice President, 1998 Assistant Vice President (1997-Present), Hartford; Vice
President (1998-Present), Assistant Vice President
(1994-1997), Hartford Life and Accident Insurance
Company.
Marra, Thomas M., 39 Executive Vice President, 1995 Senior Vice President (1994-1995); Vice President
Director, Individual Life and (1989-1994); Actuary (1987-1995), Hartford; Director
Annuity Division, 1994 (1994-Present); Executive Vice President (1995-Present);
Director, 1994* Senior Vice President (1994-1995); Director, Individual
Life and Annuity Division (1994-Present); Actuary
(1987-1997), Hartford Life and Accident Insurance
Company; Executive Vice President, Individual Life and
Annuities (1997-Present), Hartford Life, Inc.
Nolan, Robert F., Jr., 43 Senior Vice President, 1997 Vice President (1995-1997); Assistant Vice President
(1992-1995), Hartford; Vice President (1995-1997);
Assistant Vice President (1992-1995), Hartford Life and
Accident Insurance Company; Vice President, Corporate
Relations (1997-Present), Hartford Life, Inc.; Manager,
Public Relations (1986), Aetna Life and Casualty
Insurance Company.
Noto, Joseph J., 46 Vice President, 1989 Executive Vice President & Chief Operating Officer
(1997-Present); Director (1994-Present); President
(1994-1997), American Maturity Life Insurance Company;
Vice President (1989-1997), Hartford Life and Accident
Insurance Company.
O'Halloran, C. Michael, 51 Vice President, 1994 Senior Associate General Counsel (1988-1997), Hartford;
Vice President (1994-Present); Senior Associate General
Counsel (1988-1997), Hartford Life and Accident
Insurance Company; Corporate Secretary (1997-Present),
Hartford Life, Inc.; Vice President (1994-Present);
Senior Associate General Counsel (1988-Present);
Director of Corporate Law (1994-Present), The Hartford
Financial Services Group.
O'Rourke, Lawrence M., 44 Vice President, 1998 Vice President, (1998-Present), Hartford Life and Accident
Insurance Company.
O'Sullivan, Daniel E., 43 Vice President, 1998 Vice President (1998-Present), Hartford Life and Accident
Insurance Company.
Raymond, Craig R., 37 Senior Vice President, 1997 Vice President (1993-1997); Assistant Vice President
Chief Actuary, 1994 (1992-1993); Actuary (1990-1994), Hartford; Senior Vice
President (1997-Present); Chief Actuary (1995-Present);
Vice President (1993-1997); Actuary (1990-1995),
Hartford Life and Accident Insurance Company; Vice
President and Chief Actuary (1997-Present), Hartford
Life, Inc.
</TABLE>
<PAGE>

30 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

Sweeney, Edward A., 51 Vice President, 1993 Chicago Regional Manager (1985-1993), Hartford; Vice
President (1993-Present), Hartford Life and Accident
Insurance Company.
Tilbor, Judith V., 46 Vice President, 1998 Assistant Vice President (1994-1998), Hartford; Vice
President (1998-Present), Assistant Vice President
(1994-1998), Hartford Life and Accident Insurance
Company.
Welnicki, Raymond P., 49 Senior Vice President & Vice President (1993-1994), Hartford; Director
Director, Employee Benefit (1994-Present); Senior Vice President (1995-Present);
Division, 1994 Director, Employee Benefit Division (1997-Present); Vice
Director, 1994* President (1993-1995), Hartford Life and Accident
Insurance Company; Senior Vice President, Employee
Benefits (1997-Present), Hartford Life, Inc.; Board of
Directors, Ethix Corp.
Welsh, Walter C., 51 Senior Vice President, 1997 Vice President (1995-1997); Assistant Vice President
(1992-1995), Hartford; Senior Vice President
(1997-Present); Vice President (1995-1997); Assistant
Vice President (1992-1995), Hartford Life and Accident
Insurance Company; Vice President, Government Affairs
(1997-Present), Hartford Life, Inc.
Zlatkus, Lizabeth H., 39 Senior Vice President, 1997 Vice President (1994-1997); Assistant Vice President
Director, 1994* (1992-1994), Hartford; Director (1994-Present); Senior
Vice President (1997-Present); Vice President
(1994-1997); Assistant Vice President (1992-1994),
Hartford Life and Accident Insurance Company; Vice
President, Group Life and Disability (1997-Present),
Hartford Life, Inc.
</TABLE>
<PAGE>

HARTFORD LIFE INSURANCE COMPANY 31
- --------------------------------------------------------------------------------

Unless otherwise indicated, the principal business address of each the above
individuals is P.O. Box 2999,
Hartford, CT 06104-2999.

DISTRIBUTION OF THE POLICY

Hartford intends to sell the Policy in all jurisdictions where it is
licensed to do business. The Policy will be sold by life insurance sales
representatives who represent Hartford and who are registered representatives of
Hartford Equity Sales Company, Inc. ("HESCO"), 200 Hopmeadow Street, Simsbury,
CT 06089, or certain other independent registered broker-dealers. Any sales
representative or employee selling the Policy will be qualified to sell variable
life insurance policies under applicable federal and state laws. Each
broker-dealer selling the Policy is registered with the SEC under the Securities
Exchange Act of 1934, and all such broker-dealers are members of the National
Association of Securities Dealers, Inc. HESCO is the principal underwriter for
the Policy.

During the first Policy Year, the maximum sales commission payable to
Hartford agents, independent registered insurance brokers, and other registered
broker-dealers, is 45% of the premium paid up to a Target Premium, 2.0% of
premium paid between the Target Premium and a 2nd Tier Target Premium and 1.0%
of premium paid in excess of the 2nd Tier Target Premium. The Target Premium and
the 2nd Tier Target Premium is an amount used to calculate sales commissions.
The amounts vary by the: (1) age; (2) gender; and (3) underwriting of the class
of the Insured. In Policy Years 2 and later, sales representative commissions
will not exceed 2.0% of the premiums paid. Additionally, expense allowances may
be paid. A sales representative may be required to return all or a portion of
the commissions paid if the Policy terminates prior to the Policy's first Policy
Anniversary.

Broker-dealers or financial institutions are compensated according to a
schedule set forth by HESCO and any applicable rules or regulations for variable
insurance compensation. Compensation is generally based on premium payments made
by Policy Owners. This compensation is usually paid from the sales charges
described in this Prospectus.

In addition, a broker-dealer or financial institution may also receive
additional compensation for, among other things, training, marketing or other
services provided. HESCO, its affiliates or Hartford may also make compensation
arrangements with certain broker-dealers or financial institutions based on
total sales by the broker-dealer or financial institution of insurance products.
These payments, which may be different for broker-dealers or financial
institutions, will be made by HESCO, its affiliates or Hartford out of their own
assets and will not effect the amounts paid by the Policy Owners to purchase,
hold or surrender variable insurance products.

SAFEKEEPING OF SEPARATE
ACCOUNT ASSETS

The assets of the Separate Account are held by Hartford and are kept
physically segregated and held separate and apart from the General Account.
Hartford maintains records of all purchases and redemptions of Fund shares.
Additional protection for the assets of the Separate Account is afforded by
Hartford's blanket fidelity bond issued by Aetna Casualty and Surety Company, in
the aggregate amount of $50 million, covering all officers and employees of
Hartford.

FEDERAL TAX CONSIDERATIONS

GENERAL

SINCE THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
TO THE ACTUAL STATUS OF THE POLICY OWNER INVOLVED AND THE TYPE OF PLAN UNDER
WHICH THE POLICY IS PURCHASED, LEGAL AND TAX ADVICE MAY BE NEEDED BY A PERSON,
TRUSTEE OR OTHER ENTITY CONTEMPLATING THE PURCHASE OF A POLICY DESCRIBED HEREIN.
<PAGE>
32 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

It should be understood that any detailed description of the federal income
tax consequences regarding the purchase of these Policies cannot be made in this
Prospectus and that special tax rules may be applicable with respect to certain
purchase situations not discussed herein. In addition, no attempt is made here
to consider any applicable state or other tax laws. For detailed information, a
qualified tax adviser should always be consulted. This discussion of federal tax
considerations is based upon Hartford's understanding of existing federal income
tax laws as they are currently interpreted.

TAXATION OF HARTFORD AND
THE SEPARATE ACCOUNT

The Separate Account is taxed as a part of Hartford which is taxed as a life
insurance company under Subchapter L of the Code. Accordingly, the Separate
Account will not be taxed as a "regulated investment company" under Subchapter M
of the Code. Investment income and realized capital gains on the assets of the
Separate Account (the underlying Funds) are reinvested and are taken into
account in determining the value of the Accumulation Units. As a result, such
investment income and realized capital gains are automatically applied to
increase reserves under the Policy. (See "Detailed Description of Policy
Benefits and Provisions -- Accumulation Unit Values, on page 11).

Hartford does not expect to incur any federal income tax on the earnings or
realized capital gains attributable to the Separate Account. Based upon this
expectation, no charge is currently being made to the Separate Account for
federal income taxes. If Hartford incurs income taxes attributable to the
Separate Account or determines that such taxes will be incurred, it may assess a
charge for such taxes against the Separate Account.

INCOME TAXATION OF POLICY BENEFITS

For federal income tax purposes, the Policies should be treated as life
insurance policies under Section 7702 of the Code. The death benefit under a
life insurance policy is generally excluded from the gross income of the
Beneficiary. Also, a life insurance Policy Owner is generally not taxed on
increments in the policy value until the Policy is partially or completely
surrendered. Section 7702 limits the amount of premiums that may be invested in
a Policy that is treated as life insurance. Hartford intends to monitor premium
levels to assure compliance with the Section 7702 requirements.

Hartford also believes that any loan received under a Policy will be treated
as Indebtedness of the Policy Owner, and that no part of any loan under a Policy
will constitute income to the Policy Owner. A surrender or assignment of the
Policy may have tax consequences depending upon the circumstances. Policy Owners
should consult a qualified tax adviser concerning the effect of such changes.

During the first fifteen Policy Years, an "income first" rule generally
applies to distributions of cash required to be made under Code Section 7702
because of a reduction in benefits under the Policy.

The Maturity Date Extension Rider allows a Policy Owner to extend the
Maturity Date to the date of the death of the insured. If the Maturity Date of
the Policy is extended by rider, Hartford believes that the Policy will continue
to be treated as a life insurance contract for federal income tax purposes after
the scheduled Maturity Date. However, due to the lack of specific guidance on
this issue, the result is not certain. If the Policy is not treated as a life
insurance contract for federal income tax purposes after the scheduled Maturity
Date, among other things, the Death Proceeds may be taxable to the recipient.
The Policy Owner should consult a qualified tax adviser regarding the possible
adverse tax consequences resulting from an extension of the scheduled Maturity
Date.

MODIFIED ENDOWMENT CONTRACTS

Code Section 7702A applies an additional test, the "seven-pay" test, to life
insurance contracts. The seven-pay test provides that premiums cannot be paid at
a rate more rapidly than that allowed by the payment of seven annual premiums
using specified computational rules described in Section 7702A(c). A modified
endowment contract ("MEC") is a life insurance policy that either: (i) satisfies
the Section 7702 definition of life insurance, but fails the seven-pay test of
Section 7702A or (ii) is exchanged for a MEC.

If the Policy satisfies the seven-pay test at issuance, distributions and
loans made thereafter will not be subject to the MEC rules, unless the Policy is
changed materially. The seven-pay test will be applied anew at any time the
Policy undergoes a material change, which includes an increase in the Face
Amount. In addition, if there is a reduction in benefits under the Policy within
the first seven years, the seven-pay test is applied as if the Policy had
initially been issued at the reduced benefit level. Any reduction in benefits
attributable to the nonpayment of premiums will not be taken into account for
purposes of the seven-pay test if the benefits are reinstated within 90 days
after the reduction.

A policy that is classified as a MEC is eligible for certain aspects of the
beneficial tax treatment accorded to life insurance. That is, the death benefit
is excluded from income and increments in value are not subject to current
taxation. However, if the Policy is classified as a MEC then withdrawals from
the Policy will be considered first as withdrawals of income and then as a
recovery of premium payments. Thus, withdrawals will be includable in income to
the extent the contract value exceeds the investment in the Policy. The amount
of any loan (including unpaid interest thereon)
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 33
- --------------------------------------------------------------------------------

under the Policy will be treated as a withdrawal from the Policy for tax
purposes. In addition, if the Policy Owner assigns or pledges any portion of the
value of a contract (or agrees to assign or pledge any portion), then such
portion will be treated as a withdrawal from the contract for tax purposes.
Taxable withdrawals are subject to an additional 10% tax, with certain
exceptions. The Policy Owner's investment in the Policy is increased by the
amount includable in income with respect to such assignment, pledge, or loan,
though it is not affected by any other aspect of the assignment, pledge, or loan
(including its release or repayment).

Generally, only distributions and loans made in the first year in which a
policy becomes a MEC, and in subsequent years, are taxable. However,
distributions and loans made in the two years prior to a policy's failing the
seven-pay test are deemed to be in anticipation of failure and are subject to
tax.

Before assigning, pledging, or requesting a loan under a contract that is a
MEC, a Policy Owner should consult a qualified tax adviser.

All MEC policies that are issued within any calendar year to the same policy
owner by one company or its affiliates are treated as one MEC policy for the
purpose of determining the taxable portion of any loan or distribution.

Hartford has instituted procedures to monitor whether a Policy may become
classified as a MEC after issue.

ESTATE AND GENERATION SKIPPING TAXES

When the Insured dies, the Death Proceeds will generally be includable in
the Policy Owner's estate for purposes of federal estate tax if the Insured
owned the Policy. If the Policy Owner was not the Insured, the fair market value
of the Policy would be included in the Policy Owner's estate upon the Policy
Owner's death. The Policy would not be includable in the Insured's estate if the
Insured neither retained incidents of ownership at death nor had given up
ownership within three years before death.

The federal estate tax is integrated with the federal gift tax under a
unified rate schedule and unified credit which shelters up to $625,000 (for
1998) from the estate and gift tax. The Taxpayer Relief Act of 1997 gradually
raises the credit over the next eight years to $1,000,000. In addition, an
unlimited marital deduction may be available for federal estate and gift tax
purposes. The unlimited marital deduction permits the deferral of taxes until
the death of the surviving spouse.

If the Policy Owner (whether or not he or she is the Insured) transfers
ownership of the Policy to someone two or more generations younger, the transfer
may be subject to the generation skipping transfer tax, the taxable amount being
the value of the Policy. The generation-skipping transfer tax provisions
generally apply to transfers which would be subject to the gift and estate tax
rules. Individuals are generally allowed an aggregate generation skipping
transfer exemption of $1 million. Because these rules are complex, the Policy
Owner should consult with a qualified tax adviser for specific information if
ownership is passing to younger generations.

DIVERSIFICATION REQUIREMENTS

Section 817 of the Code provides that a variable life insurance contract
(other than a pension plan policy) will not be treated as a life insurance
contract for any period during which the investments made by the separate
account or underlying fund are not adequately diversified in accordance with
regulations prescribed by the Treasury Department. If a Policy is not treated as
a life insurance contract, the Policy Owner will be subject to income tax on the
annual increases in cash value.

The Treasury Department has issued diversification regulations which
generally require, among other things, that no more than 55% of the value of the
total assets of the segregated asset account underlying a variable contract is
represented by any one investment, no more than 70% is represented by any two
investments, no more than 80% is represented by any three investments, and no
more than 90% is represented by any four investments. In determining whether the
diversification standards are met, all securities of the same issuer, all
interests in the same real property project, and all interests in the same
commodity are each treated as a single investment. In addition, in the case of
government securities, each government agency or instrumentality shall be
treated as a separate issuer.

A separate account must be in compliance with the diversification standards
on the last day of each calendar quarter or within 30 days after the quarter
ends. If an insurance company inadvertently fails to meet the diversification
requirements, the company may comply within a reasonable period and avoid the
taxation of policy income on an ongoing basis. However, either the company or
the Policy Owner must agree to pay the tax due for the period during which the
diversification requirements were not met.

Hartford monitors the diversification of investments in the separate
accounts and tests for diversification as required by the Code. Hartford intends
to administer all Policies subject to the diversification requirements in a
manner that will maintain adequate diversification.

OWNERSHIP OF THE ASSETS IN
THE SEPARATE ACCOUNT

In order for a variable life insurance contract to qualify for tax deferral,
assets in the segregated asset accounts supporting the variable contract must be
considered to be
<PAGE>
34 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

owned by the insurance company and not by the variable contract owner. The
Internal Revenue Service ("IRS") has issued several rulings which discuss
investor control. The IRS has ruled that certain incidents of ownership by the
contract owner, such as the ability to select and control investments in a
separate account, will cause the contract owner to be treated as the owner of
the assets for tax purposes.
Further, in the explanation to the temporary Section 817 diversification
regulations, the Treasury Department noted that the temporary regulations "do
not provide guidance concerning the circumstances in which investor control of
the investments of a segregated asset account may cause the investor, rather
than the insurance company, to be treated as the owner of the assets in the
account." The explanation further indicates that "the temporary regulations
provide that in appropriate cases a segregated asset account may include
multiple sub-accounts, but do not specify the extent to which policyholders may
direct their investments to particular sub-accounts without being treated as the
owners of the underlying assets. Guidance on this and other issues will be
provided in regulations or revenue rulings under section 817(d), relating to the
definition of variable contract." The final regulations issued under Section 817
did not provide guidance regarding investor control, and as of the date of this
Prospectus, no other such guidance has been issued. Further, Hartford does not
know if or in what form such guidance will be issued. In addition, although
regulations are generally issued with prospective effect, it is possible that
regulations may be issued with retroactive effect. Due to the lack of specific
guidance regarding the issue of investor control, there is necessarily some
uncertainty regarding whether a Policy Owner could be considered the owner of
the assets for tax purposes. Hartford reserves the right to modify the Policies,
as necessary, to prevent Policy Owners from being considered the owners of the
assets in the separate accounts.

LIFE INSURANCE PURCHASED FOR USE IN
SPLIT DOLLAR ARRANGEMENTS

On January 26, 1996, the IRS released a technical advice memorandum ("TAM")
on the taxability of life insurance policies used in certain split dollar
arrangements. A TAM, issued by the National Office of the IRS, provides advice
as to the internal revenue laws, regulations, and related statutes with respect
to a specific set of facts and a specific taxpayer. In the TAM, among other
things, the IRS concluded that an employee was subject to current taxation on
the excess of the cash surrender value of the policy over the premiums to be
returned to the employer. Purchasers of life insurance policies to be used in
split dollar arrangements are strongly advised to consult with a qualified tax
adviser to determine the tax treatment resulting from such an arrangement.

FEDERAL INCOME TAX WITHHOLDING

If any amounts are deemed to be current taxable income to the Policy Owner,
such amounts will be subject to federal income tax withholding and reporting,
pursuant to the Code.

NON-INDIVIDUAL OWNERSHIP OF POLICIES

In certain circumstances, the Code limits the application of specific tax
advantages to individual owners of life insurance contracts. Prospective Policy
Owners which are not individuals should consult a qualified tax adviser to
determine the potential impact on the purchaser.

OTHER

Federal estate tax, state and local estate, inheritance and other tax
consequences of ownership, or receipt of Policy proceeds depend on the
circumstances of each Policy Owner or beneficiary. A qualified tax adviser
should be consulted to determine the impact of these taxes.

LIFE INSURANCE PURCHASES BY NONRESIDENT
ALIENS AND FOREIGN CORPORATIONS

The discussion above provides general information regarding U.S. federal
income tax consequences to life insurance purchasers that are U.S. citizens or
residents. Purchasers that are not U.S. citizens or residents will generally be
subject to U.S. federal income tax and withholding on taxable distributions from
life insurance policies at a 30% rate, unless a lower treaty rate applies. In
addition, purchasers may be subject to state and/or municipal taxes and taxes
that may be imposed by the purchaser's country of citizenship or residence.
Prospective purchasers are advised to consult with a qualified tax adviser
regarding U.S. state, and foreign taxation with respect to a life insurance
policy purchase.

LEGAL PROCEEDINGS

There are no pending material legal proceedings affecting the Separate
Account.

LEGAL MATTERS

Legal matters in connection with the issue and sale of the flexible premium
variable life insurance Policies described in this Prospectus and the
organization of Hartford, its authority to issue the Policy under Connecticut
law and the validity of the forms of the Policy under Connecticut law and legal
matters relating to the federal securities and income tax laws have been passed
on by Lynda Godkin, General Counsel of Hartford.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 35
- --------------------------------------------------------------------------------

EXPERTS

The audited financial statements and financial statement schedules included
in this 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 upon the authority of said firm as
experts in giving said reports. The principal business address of Arthur
Andersen LLP is One Financial Plaza, Hartford, Connecticut 06103.

The hypothetical Policy illustrations have been approved by Kenneth A.
McCullum, FSA, MAAA, Director of Individual Life Product Development, and are
included in this Prospectus in reliance upon his opinion as to their
reasonableness.

REGISTRATION STATEMENT

A registration statement with respect to the Separate Account has been filed
with the SEC under the Securities Act of 1933 as amended. This Prospectus does
not contain all information set forth in such registration statement, its
amendments and exhibits, to all of which reference is made for further
information concerning the Separate Account, Hartford, and the Policy.
<PAGE>
36 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

APPENDIX A
ILLUSTRATIONS OF DEATH BENEFITS, ACCOUNT VALUES
AND CASH SURRENDER VALUES

The tables in Appendix A illustrate the way in which the Policy operates.
The illustrations show how the Death Benefit, Account Values and Cash Surrender
Values could vary over an extended period of time, assuming hypothetical gross
rates of return equal to constant after tax annual rates of 0%, 6% and 12%. The
illustrations assume a male, preferred, age 45, with $250,000 of Face Amount and
a premium of $3,250 paid in all years.

The Death Benefit, Account Value and Cash Surrender Value for a Policy would
be different from those shown if the rates of return averaged 0%, 6% and 12%
over a period of years, but also fluctuated above or below those averages for
individual Policy Years. They would also differ if any Policy loan was made
during the period of time illustrated.

The illustrations reflect the deductions of current Policy charges and
guaranteed Policy charges for a single gross interest rate. The Death Benefits,
Account Values and Cash Surrender Values would change if current Cost of
Insurance charges change.

The amounts shown for the Death Benefit, Account Value and Cash Surrender
Value as of the end of each Policy Year take into account an average daily
charge equal to an annual charge of 0.70% of the average daily net assets of the
Funds for investment advisory and administrative services fees. The gross annual
investment return rates of 0%, 6% and 12% on the Fund's assets are equal to net
annual investment return rates (net of the 0.70% average daily charge) of
- -0.70%, 5.30% and 11.30%, respectively.

In addition, the Death Benefit, Account Value and Cash Surrender Value as of
the end of each Policy Year take into account the front-end sales load, federal
tax charge, premium tax charge, Cost of Insurance charge, monthly administrative
fee, and mortality and expense risk charge. For purpose of the illustrations in
this Prospectus, the premium tax charge and federal tax charge is assumed to be
an average of 3.5%.

The hypothetical returns shown in the illustrations are without any tax
charges that may be allocable to the Separate Account in the future. In order to
produce after-tax returns of 0%, 6%, and 12%, the Separate Account would have to
earn a sufficient amount in excess of 0% or 6% or 12%, respectively, to cover
any tax charges (see "Detailed Description of Policy Benefits and Provisions --
Deductions and Charges from the Account Value -- Taxes," page 20).

The "Premiums Accumulated at 5% Interest Per Year" column of each
illustration table shows the amount which would accumulate if the initial
premium was invested to earn interest, after taxes, of 5% per year, compounded
annually.

Hartford will furnish, upon request, a comparable illustration reflecting
the proposed Insured's age and risk classification, a Policy's proposed Face
Amount or the initial premium requested, and reflecting guaranteed Cost of
Insurance rates. Hartford will also furnish an additional similar illustration
reflecting current Cost of Insurance rates, which may be less than, but never
greater than, the guaranteed Cost of Insurance rates.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 37
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: LEVEL
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 1,880 --*** 250,000 1,880 --*** 250,000
2 6,996 3,849 849*** 250,000 3,849 849*** 250,000
3 10,758 5,724 2,724 250,000 5,724 2,724 250,000
4 14,708 7,499 4,499 250,000 7,499 4,499 250,000
5 18,856 9,247 6,247 250,000 9,168 6,168 250,000
6 23,212 10,887 8,160 250,000 10,724 7,997 250,000
7 27,785 12,433 9,979 250,000 12,153 9,699 250,000
8 32,586 13,878 11,696 250,000 13,442 11,260 250,000
9 37,628 15,212 13,303 250,000 14,576 12,667 250,000
10 42,922 16,430 14,794 250,000 15,539 13,903 250,000
11 48,481 17,808 16,444 250,000 16,400 15,036 250,000
12 54,317 19,173 18,082 250,000 17,063 15,972 250,000
13 60,446 20,386 19,568 250,000 17,519 16,701 250,000
14 66,880 21,432 20,887 250,000 17,746 17,200 250,000
15 73,637 22,293 22,020 250,000 17,717 17,444 250,000
16 80,731 22,950 22,950 250,000 17,402 17,402 250,000
17 88,180 23,380 23,380 250,000 16,767 16,767 250,000
18 96,002 23,549 23,549 250,000 15,762 15,762 250,000
19 104,214 23,423 23,423 250,000 14,332 14,332 250,000
20 112,838 22,968 22,968 250,000 12,423 12,423 250,000
25 162,869 15,834 15,834 250,000 -- -- --
35 308,218 -- -- -- -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST TWO POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN YEAR ONE AND $1,182 IN YEAR
TWO.

THESE VALUES REFLECT CURRENT FRONT-END SALES LOADS OF 2% IN YEARS 1 THROUGH
10 AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN ALL
YEARS. THE SURRENDER CHARGE EFFECTIVE IN ANY YEAR CAN BE DETERMINED BY
SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 0%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
38 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: LEVEL
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,026 --*** 250,000 2,026 --*** 250,000
2 6,996 4,265 1,265*** 250,000 4,265 1,265*** 250,000
3 10,758 6,537 3,537 250,000 6,537 3,537 250,000
4 14,708 8,838 5,838 250,000 8,838 5,838 250,000
5 18,856 11,245 8,245 250,000 11,164 8,164 250,000
6 23,212 13,679 10,951 250,000 13,507 10,779 250,000
7 27,785 16,155 13,700 250,000 15,853 13,399 250,000
8 32,586 18,667 16,485 250,000 18,190 16,008 250,000
9 37,628 21,208 19,299 250,000 20,499 18,590 250,000
10 42,922 23,773 22,136 250,000 22,768 21,132 250,000
11 48,481 26,695 25,331 250,000 25,087 23,723 250,000
12 54,317 29,776 28,685 250,000 27,345 26,254 250,000
13 60,446 32,888 32,070 250,000 29,530 28,712 250,000
14 66,880 36,022 35,477 250,000 31,620 31,074 250,000
15 73,637 39,164 38,891 250,000 33,587 33,314 250,000
16 80,731 42,299 42,299 250,000 35,399 35,399 250,000
17 88,180 45,411 45,411 250,000 37,021 37,021 250,000
18 96,002 48,474 48,474 250,000 38,399 38,399 250,000
19 104,214 51,461 51,461 250,000 39,477 39,477 250,000
20 112,838 54,344 54,344 250,000 40,195 40,195 250,000
25 162,869 67,606 67,606 250,000 35,927 35,927 250,000
35 308,218 56,169 56,169 250,000 -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN POLICY YEAR 1 AND $1,598 IN
POLICY YEAR 2.

THESE VALUES REFLECT CURRENT FRONT-END SALES LOADS OF 2% IN POLICY YEARS 1
THROUGH 10 AND 0% THEREAFTER, AND GUARANTEED FRONT-END SALES LOADS OF 2% IN
ALL POLICY YEARS. THE SURRENDER CHARGE EFFECTIVE IN ANY POLICY YEAR CAN BE
DETERMINED BY SUBTRACTING THE CASH SURRENDER VALUE FROM THE ACCOUNT VALUE.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 6%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 39
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: LEVEL
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,173 --*** 250,000 2,173 --*** 250,000
2 6,996 4,698 1,698*** 250,000 4,698 1,698*** 250,000
3 10,758 7,420 4,420 250,000 7,420 4,420 250,000
4 14,708 10,354 7,354 250,000 10,354 7,354 250,000
5 18,856 13,600 10,600 250,000 13,517 10,517 250,000
6 23,212 17,105 14,378 250,000 16,925 14,198 250,000
7 27,785 20,915 18,461 250,000 20,953 18,138 250,000
8 32,586 25,056 22,874 250,000 24,536 22,354 250,000
9 37,628 29,555 27,646 250,000 28,771 26,862 250,000
10 42,922 34,448 32,811 250,000 33,320 31,683 250,000
11 48,481 40,192 38,828 250,000 38,356 36,992 250,000
12 54,317 46,602 45,511 250,000 43,795 42,704 250,000
13 60,446 53,630 52,812 250,000 49,681 48,863 250,000
14 66,880 61,343 60,797 250,000 56,060 55,514 250,000
15 73,637 69,816 69,543 250,000 62,978 62,706 250,000
16 80,731 79,138 79,138 250,000 70,493 70,493 250,000
17 88,180 89,413 89,413 250,000 78,670 78,670 250,000
18 96,002 100,753 100,753 250,000 87,580 87,580 250,000
19 104,214 113,294 113,294 250,000 97,308 97,308 250,000
20 112,838 127,202 127,202 250,000 107,966 107,966 250,000
25 162,869 226,451 226,451 262,684 181,362 181,362 250,000
35 308,218 681,261 681,261 715,324 531,828 531,828 558,419
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $13 IN POLICY YEAR 1 AND $2,031 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 12%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
40 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 1,872 --*** 251,872 1,872 --*** 251,872
2 6,996 3,824 824*** 253,824 3,824 824*** 253,824
3 10,758 5,674 2,674 255,674 5,674 2,674 255,674
4 14,708 7,414 4,414 257,414 7,414 4,414 257,414
5 18,856 9,120 6,120 259,120 9,038 6,038 259,038
6 23,212 10,707 7,979 260,707 10,537 7,809 260,537
7 27,785 12,189 9,734 262,189 11,896 9,442 261,896
8 32,586 13,557 11,375 263,557 13,101 10,920 263,101
9 37,628 14,802 12,893 264,802 14,135 12,226 264,135
10 42,922 15,916 14,279 265,916 14,982 13,346 264,982
11 48,481 17,176 15,812 267,176 15,705 14,342 265,705
12 54,317 18,414 17,323 268,414 16,211 15,120 266,211
13 60,446 19,480 18,661 269,480 16,490 15,672 266,490
14 66,880 20,355 19,810 270,355 16,520 15,974 266,520
15 73,637 21,020 20,748 271,020 16,273 16,000 266,273
16 80,731 21,454 21,454 271,454 15,721 15,721 265,721
17 88,180 21,634 21,634 271,634 14,833 14,833 264,833
18 96,002 21,523 21,523 271,523 13,560 13,560 263,560
19 104,214 21,085 21,085 271,085 11,856 11,856 261,856
20 112,838 20,290 20,290 270,290 9,675 9,675 259,675
25 162,869 11,274 11,274 261,274 -- -- --
35 308,218 -- -- -- -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN POLICY YEAR 1 AND $824 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 0%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 41
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,017 --*** 252,017 2,017 --*** 252,017
2 6,996 4,237 1,237*** 254,237 4,237 1,237*** 254,237
3 10,758 6,479 3,479 256,479 6,479 3,479 256,479
4 14,708 8,736 5,736 258,736 8,736 5,736 258,736
5 18,856 11,087 8,087 261,087 11,002 8,002 261,002
6 23,212 13,444 10,717 263,444 13,264 10,537 263,264
7 27,785 15,824 13,369 265,824 15,506 13,052 265,506
8 32,586 18,215 16,033 268,215 17,710 15,528 267,710
9 37,628 20,606 18,697 270,606 19,854 17,945 269,854
10 42,922 22,988 21,352 272,988 21,916 20,280 271,916
11 48,481 25,690 24,326 275,690 23,980 22,616 273,980
12 54,317 28,518 27,427 278,518 25,926 24,835 275,926
13 60,446 31,321 30,503 281,321 27,737 26,919 277,737
14 66,880 34,080 33,535 284,080 29,380 28,835 279,380
15 73,637 36,770 36,497 286,770 30,817 30,545 280,817
16 80,731 39,363 39,363 289,363 32,005 32,005 282,005
17 88,180 41,828 41,828 291,828 32,895 32,895 282,895
18 96,002 44,119 44,119 294,119 33,421 33,421 283,421
19 104,214 46,188 46,188 296,188 33,509 33,509 283,509
20 112,838 47,986 47,986 297,986 33,088 33,088 283,088
25 162,869 52,781 52,781 302,781 20,679 20,679 270,679
35 308,218 -- -- -- -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN POLICY YEAR 1 AND $1,237 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 6%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
42 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF ACCOUNT VALUE
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,163 --*** 252,163 2,163 --*** 252,163
2 6,996 4,668 1,668*** 254,668 4,668 1,668*** 254,668
3 10,758 7,354 4,354 257,354 7,354 4,354 257,354
4 14,708 10,233 7,233 260,233 10,233 7,233 260,233
5 18,856 13,404 10,404 263,404 13,316 10,316 263,316
6 23,212 16,804 14,076 266,804 16,613 13,885 266,613
7 27,785 20,472 18,017 270,472 20,128 17,673 270,128
8 32,586 24,425 22,243 274,425 23,866 21,685 273,866
9 37,628 28,679 26,770 278,679 27,831 25,922 277,831
10 42,922 33,258 31,621 283,258 32,026 30,390 282,026
11 48,481 38,601 37,237 288,601 36,600 35,236 286,600
12 54,317 44,523 43,432 294,523 41,442 40,351 291,442
13 60,446 50,925 50,107 300,925 46,570 45,752 296,570
14 66,880 57,842 57,297 307,842 51,987 51,441 301,987
15 73,637 65,307 65,034 315,307 57,692 57,420 307,692
16 80,731 73,355 73,355 323,355 63,683 63,683 313,683
17 88,180 82,024 82,024 332,024 69,952 69,952 319,952
18 96,002 91,340 91,340 341,340 76,475 76,475 326,475
19 104,214 101,336 101,336 351,336 83,222 83,222 333,222
20 112,838 112,046 112,046 362,046 90,166 90,166 340,166
25 162,869 179,944 179,944 429,944 126,697 126,697 376,697
35 308,218 396,129 396,129 646,129 163,484 163,484 413,484
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $3 IN POLICY YEAR 1 AND $1,668 IN
YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 12%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 43
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF PREMIUM
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.70% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 1,869 --*** 253,250 1,869 --*** 253,250
2 6,996 3,814 814*** 256,500 3,814 814*** 256,500
3 10,758 5,650 2,650 259,750 5,650 2,650 259,750
4 14,708 7,369 4,369 263,000 7,369 4,369 263,000
5 18,856 9,048 6,048 266,250 8,964 5,964 266,250
6 23,212 10,597 7,870 269,500 10,422 7,695 269,500
7 27,785 12,031 9,577 272,750 11,727 9,273 272,750
8 32,586 13,339 11,157 276,000 12,861 10,680 276,000
9 37,628 14,507 12,598 279,250 13,802 11,893 279,250
10 42,922 15,525 13,889 282,500 14,531 12,895 282,500
11 48,481 16,671 15,307 285,750 15,102 13,738 285,750
12 54,317 17,782 16,691 289,000 15,416 14,325 289,000
13 60,446 18,692 17,874 292,250 15,456 14,638 292,250
14 66,880 19,378 18,832 295,500 15,188 14,642 295,500
15 73,637 19,812 19,539 298,750 14,572 14,299 298,750
16 80,731 19,964 19,964 302,000 13,562 13,562 302,000
17 88,180 19,799 19,799 305,250 12,106 12,106 305,250
18 96,002 19,265 19,265 308,500 10,128 10,128 308,500
19 104,214 18,308 18,308 311,750 7,547 7,547 311,750
20 112,838 16,873 16,873 315,000 4,275 4,275 315,000
25 162,869 2,178 2,178 331,250 -- -- --
35 308,218 -- -- -- -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN POLICY YEAR 1 AND $1,147 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 0%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
44 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF PREMIUM
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,015 --*** 253,250 2,015 --*** 253,250
2 6,996 4,228 1,228*** 256,500 4,228 1,228*** 256,500
3 10,758 6,458 3,458 259,750 6,458 3,458 259,750
4 14,708 8,697 5,697 263,000 8,697 5,697 263,000
5 18,856 11,024 8,024 266,250 10,938 7,938 266,250
6 23,212 13,351 10,623 269,500 13,166 10,438 269,500
7 27,785 15,691 13,237 272,750 15,364 12,910 272,750
8 32,586 18,034 15,852 276,000 17,511 15,330 276,000
9 37,628 20,366 18,457 279,250 19,583 17,674 279,250
10 42,922 22,676 21,040 282,500 21,555 19,918 282,500
11 48,481 25,293 23,930 285,750 23,503 22,139 285,750
12 54,317 28,028 26,937 289,000 25,305 24,214 289,000
13 60,446 30,723 29,905 292,250 26,938 26,120 292,250
14 66,880 33,355 32,809 295,500 28,361 27,816 295,500
15 73,637 35,895 35,622 298,750 29,525 29,252 298,750
16 80,731 38,311 38,311 302,000 30,373 30,373 302,000
17 88,180 40,567 40,567 305,250 30,840 30,840 305,250
18 96,002 42,608 42,608 308,500 30,833 30,833 308,500
19 104,214 44,376 44,376 311,750 30,252 30,252 311,750
20 112,838 45,808 45,808 315,000 28,983 28,983 315,000
25 162,869 47,286 47,286 331,250 7,380 7,380 331,250
35 308,218 -- -- -- -- -- --
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $0 IN POLICY YEAR 1 AND $1,561 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 6%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 45
- --------------------------------------------------------------------------------

FLEXIBLE PREMIUM VARIABLE LIFE INSURANCE
DEATH BENEFIT OPTION: RETURN OF PREMIUM
$250,000 FACE AMOUNT
ISSUE AGE 45 MALE PREFERRED
$3,250 PLANNED PREMIUM

ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.30% NET)

<TABLE>
<CAPTION>
CURRENT CHARGES* GUARANTEED CHARGES**
PREMIUMS -------------------------------------- --------------------------------------
END OF ACCUMULATED CASH CASH
CONTRACT AT 5% INTEREST ACCOUNT SURRENDER DEATH ACCOUNT SURRENDER DEATH
YEAR PER YEAR VALUE VALUE BENEFIT VALUE VALUE BENEFIT
------- ---------------- ----------- ----------- ---------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
1 3,413 2,161 --*** 253,250 2,161 --*** 253,250
2 6,996 4,660 1,660*** 256,500 4,660 1,660*** 256,500
3 10,758 7,336 4,336 259,750 7,336 4,336 259,750
4 14,708 10,200 7,200 263,000 10,200 7,200 263,000
5 18,856 13,354 10,354 266,250 13,265 10,265 266,250
6 23,212 16,734 14,007 269,500 16,540 13,812 269,500
7 27,785 20,380 17,926 272,750 20,030 17,575 272,750
8 32,586 24,311 22,130 276,000 23,742 21,560 276,000
9 37,628 28,546 26,637 279,250 27,678 25,769 279,250
10 42,922 33,109 31,472 282,500 31,848 30,211 282,500
11 48,481 38,445 37,082 285,750 36,400 35,037 285,750
12 54,317 44,377 43,286 289,000 41,234 40,143 289,000
13 60,446 50,815 49,997 292,250 46,370 45,552 292,250
14 66,880 57,806 57,261 295,500 51,824 51,278 295,500
15 73,637 65,399 65,126 298,750 57,605 57,332 298,750
16 80,731 73,650 73,650 302,000 63,727 63,727 302,000
17 88,180 82,624 82,624 305,250 70,204 70,204 305,250
18 96,002 92,386 92,386 308,500 77,036 77,036 308,500
19 104,214 103,015 103,015 311,750 84,229 84,229 311,750
20 112,838 114,607 114,607 315,000 91,796 91,796 315,000
25 162,869 193,638 193,638 331,250 136,356 136,356 331,250
35 308,218 570,676 570,676 599,209 290,693 290,693 363,750
</TABLE>

<TABLE>
<C> <S>
* THESE VALUES REFLECT INVESTMENT RESULTS USING CURRENT COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
** THESE VALUES REFLECT INVESTMENT RESULTS USING GUARANTEED COST OF INSURANCE
RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
*** IF YOU SURRENDER YOUR POLICY DURING THE FIRST 2 POLICY YEARS, YOU WILL
RECEIVE A REFUND IN ADDITION TO THE CASH SURRENDER VALUES SHOWN. THE REFUND
PLUS THE CASH SURRENDER VALUE WOULD BE $1 IN POLICY YEAR ONE AND $1,993 IN
POLICY YEAR 2.

THE DEATH BENEFIT MAY, AND THE ACCOUNT VALUES AND CASH SURRENDER VALUES
WILL, DIFFER IF PREMIUMS ARE PAID IN DIFFERENT AMOUNTS OR FREQUENCIES.
</TABLE>

THE HYPOTHETICAL INVESTMENT RESULTS SHOWN ABOVE AND ELSEWHERE IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY AND SHOULD NOT BE DEEMED A REPRESENTATION OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY WOULD ALSO BE DIFFERENT FROM
THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO THE SEPARATE
ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL RATES OF
INVESTMENT RETURN APPLICABLE TO THE POLICY AVERAGED 12%, BUT VARIED ABOVE OR
BELOW THAT AVERAGE FOR THE SEPARATE ACCOUNT. NO REPRESENTATION CAN BE MADE THAT
THIS HYPOTHETICAL RATE OF RETURN CAN BE ACHIEVED FOR ANY ONE YEAR OR SUSTAINED
OVER ANY PERIOD OF TIME.
<PAGE>
46
- --------------------------------------------------------------------------------

Separate Account Variable Life One

Hartford Life Insurance Company
Statement of Assets & Liabilities
March 31, 1998 (Unaudited)

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------- ----------- ----------- -------------
<S> <C> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 7,053,688
Cost $ 7,159,589
Market Value:........ $7,517,454 -- -- --
Hartford Stock Fund,
Inc.
Shares 6,777,409
Cost $27,867,053
Market Value:........ -- $38,608,586 -- --
HVA Money Market Fund,
Inc.
Shares 27,580,381
Cost $27,580,381
Market Value:........ -- -- $27,580,381 --
Hartford Advisers Fund,
Inc.
Shares 9,542,396
Cost $20,673,108
Market Value:........ -- -- -- $25,745,241
Hartford Capital
Appreciation Fund,
Inc.
Shares 9,822,139
Cost $36,973,730
Market Value:........ -- -- -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 1,111,822
Cost $ 1,144,696
Market Value:........ -- -- -- --
Hartford Index Fund,
Inc.
Shares 6,875,552
Cost $16,685,869
Market Value:........ -- -- -- --
Hartford International
Opportunities Fund,
Inc.
Shares 11,864,046
Cost $15,420,355
Market Value:........ -- -- -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 7,550,662
Cost $13,139,342
Market Value:........ -- -- -- --
Fidelity VIP Equity
Income Fund
Shares 517,850
Cost $10,862,561
Market Value:........ -- -- -- --
Fidelity VIP Overseas
Fund
Shares 157,400
Cost $ 2,939,205
Market Value:........ -- -- -- --
Fidelity VIP II Asset
Manager Fund
Shares 102,480
Cost $ 1,677,144
Market Value:........ -- -- -- --
Due from Hartford Life
Insurance Company..... -- 77,543 93,629 --
Receivable from fund
shares sold........... 92,286 -- -- 11,618
------------- ----------- ----------- -------------
Total Assets........... 7,609,740 38,686,129 27,674,010 25,756,859
------------- ----------- ----------- -------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... 119,395 -- -- 11,786
Payable for fund shares
purchased............. -- 78,270 82,762 --
------------- ----------- ----------- -------------
Total Liabilities...... 119,395 78,270 82,762 11,786
------------- ----------- ----------- -------------
Net Assets (variable
life contract
liabilities).......... $7,490,345 $38,607,859 $27,591,248 $25,745,073
------------- ----------- ----------- -------------
------------- ----------- ----------- -------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
47
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FIDELITY VIP
CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND EQUITY
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ----------- ------------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 7,053,688
Cost $ 7,159,589
Market Value:........ -- -- -- -- -- --
Hartford Stock Fund,
Inc.
Shares 6,777,409
Cost $27,867,053
Market Value:........ -- -- -- -- -- --
HVA Money Market Fund,
Inc.
Shares 27,580,381
Cost $27,580,381
Market Value:........ -- -- -- -- -- --
Hartford Advisers Fund,
Inc.
Shares 9,542,396
Cost $20,673,108
Market Value:........ -- -- -- -- -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 9,822,139
Cost $36,973,730
Market Value:........ $45,878,072 -- -- -- -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 1,111,822
Cost $ 1,144,696
Market Value:........ -- $1,215,108 -- -- -- --
Hartford Index Fund,
Inc.
Shares 6,875,552
Cost $16,685,869
Market Value:........ -- -- $21,985,416 -- -- --
Hartford International
Opportunities Fund,
Inc.
Shares 11,864,046
Cost $15,420,355
Market Value:........ -- -- -- $16,276,107 -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 7,550,662
Cost $13,139,342
Market Value:........ -- -- -- -- $15,885,656 --
Fidelity VIP Equity
Income Fund
Shares 517,850
Cost $10,862,561
Market Value:........ -- -- -- -- -- $13,101,611
Fidelity VIP Overseas
Fund
Shares 157,400
Cost $ 2,939,205
Market Value:........ -- -- -- -- -- --
Fidelity VIP II Asset
Manager Fund
Shares 102,480
Cost $ 1,677,144
Market Value:........ -- -- -- -- -- --
Due from Hartford Life
Insurance Company..... 130,193 -- -- 132,639 7,040 20,462
Receivable from fund
shares sold........... -- 105 112,110 -- -- --
----------------- --------------- ----------- ------------------ ------------ ------------
Total Assets........... 46,008,265 1,215,213 22,097,526 16,408,746 15,892,696 13,122,073
----------------- --------------- ----------- ------------------ ------------ ------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- 105 201,057 -- -- --
Payable for fund shares
purchased............. 96,019 -- -- 109,898 7,037 16,925
----------------- --------------- ----------- ------------------ ------------ ------------
Total Liabilities...... 96,019 105 201,057 109,898 7,037 16,925
----------------- --------------- ----------- ------------------ ------------ ------------
Net Assets (variable
life contract
liabilities).......... $45,912,246 $1,215,108 $21,896,469 $16,298,848 $15,885,659 $13,105,148
----------------- --------------- ----------- ------------------ ------------ ------------
----------------- --------------- ----------- ------------------ ------------ ------------

<CAPTION>
FIDELITY VIP
FIDELITY VIP II
OVERSEAS ASSET
FUND MANAGER FUND
SUB-ACCOUNT SUB-ACCOUNT
------------ ------------
<S> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 7,053,688
Cost $ 7,159,589
Market Value:........ -- --
Hartford Stock Fund,
Inc.
Shares 6,777,409
Cost $27,867,053
Market Value:........ -- --
HVA Money Market Fund,
Inc.
Shares 27,580,381
Cost $27,580,381
Market Value:........ -- --
Hartford Advisers Fund,
Inc.
Shares 9,542,396
Cost $20,673,108
Market Value:........ -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 9,822,139
Cost $36,973,730
Market Value:........ -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 1,111,822
Cost $ 1,144,696
Market Value:........ -- --
Hartford Index Fund,
Inc.
Shares 6,875,552
Cost $16,685,869
Market Value:........ -- --
Hartford International
Opportunities Fund,
Inc.
Shares 11,864,046
Cost $15,420,355
Market Value:........ -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 7,550,662
Cost $13,139,342
Market Value:........ -- --
Fidelity VIP Equity
Income Fund
Shares 517,850
Cost $10,862,561
Market Value:........ -- --
Fidelity VIP Overseas
Fund
Shares 157,400
Cost $ 2,939,205
Market Value:........ $3,192,064 --
Fidelity VIP II Asset
Manager Fund
Shares 102,480
Cost $ 1,677,144
Market Value:........ -- $1,745,237
Due from Hartford Life
Insurance Company..... 5,668 471
Receivable from fund
shares sold........... -- --
------------ ------------
Total Assets........... 3,197,732 1,745,708
------------ ------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- --
Payable for fund shares
purchased............. 5,758 470
------------ ------------
Total Liabilities...... 5,758 470
------------ ------------
Net Assets (variable
life contract
liabilities).......... $3,191,974 $1,745,238
------------ ------------
------------ ------------
</TABLE>

<PAGE>
48
- --------------------------------------------------------------------------------

SEPARATE ACCOUNT VARIABLE LIFE ONE

HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
MONEY ADVISERS
BOND FUND STOCK FUND MARKET FUND FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $18,288 $ 10,293 $358,561 $ 12,861
------------- ----------- ----------- ------------
Net investment
income.............. 18,288 10,293 358,561 12,861
------------- ----------- ----------- ------------
CAPITAL GAINS INCOME..... -- 1,117,421 192 796,015
------------- ----------- ----------- ------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 460 1,455 -- (2,279)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 101,616 3,572,773 -- 1,556,536
------------- ----------- ----------- ------------
Net gain (losses) on
investments......... 102,076 3,574,228 -- 1,554,257
------------- ----------- ----------- ------------
Net increase
(decrease) in net
assets resulting
from operations..... $120,364 $4,701,942 $358,753 $2,363,133
------------- ----------- ----------- ------------
------------- ----------- ----------- ------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
49
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FIDELITY VIP
CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND EQUITY
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ----------- ------------------ ---------------- ------------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 8,048 $ 9,667 $ 15,496 $ 7,770 $ 25,706 $ 155,210
----------------- ------- ----------- ------------------ ---------------- ------------
Net investment
income.............. 8,048 9,667 15,496 7,770 25,706 155,210
----------------- ------- ----------- ------------------ ---------------- ------------
CAPITAL GAINS INCOME..... 2,575,286 -- 458,685 863,200 480,886 552,364
----------------- ------- ----------- ------------------ ---------------- ------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 2,175 8,635 4,710 164 992 353
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 2,449,276 3,932 2,068,651 793,747 1,066,852 551,615
----------------- ------- ----------- ------------------ ---------------- ------------
Net gain (losses) on
investments......... 2,451,451 12,567 2,073,361 793,911 1,067,844 551,968
----------------- ------- ----------- ------------------ ---------------- ------------
Net increase
(decrease) in net
assets resulting
from operations..... $5,034,785 $22,234 $2,547,542 $1,664,881 $1,574,436 $1,259,542
----------------- ------- ----------- ------------------ ---------------- ------------
----------------- ------- ----------- ------------------ ---------------- ------------

<CAPTION>
FIDELITY VIP
FIDELITY VIP II
OVERSEAS ASSET
FUND MANAGER FUND
SUB-ACCOUNT SUB-ACCOUNT
------------ ------------
<S> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 47,702 $ 47,628
------------ ------------
Net investment
income.............. 47,702 47,628
------------ ------------
CAPITAL GAINS INCOME..... 140,597 142,885
------------ ------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 1,302 83
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 169,143 (70,028)
------------ ------------
Net gain (losses) on
investments......... 170,445 (69,945)
------------ ------------
Net increase
(decrease) in net
assets resulting
from operations..... $ 358,744 $ 120,568
------------ ------------
------------ ------------
</TABLE>

<PAGE>
50
- --------------------------------------------------------------------------------

SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ----------- -------------- -------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 18,288 $ 10,293 $ 358,561 $ 12,861
Capital gains income... -- 1,117,421 192 796,015
Net realized gain
(loss) on security
transactions.......... 460 1,455 -- (2,279)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 101,616 3,572,773 -- 1,556,536
----------- ----------- -------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ 120,364 4,701,942 358,753 2,363,133
----------- ----------- -------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 655,927 1,289,836 21,874,206 1,102,795
Net transfers.......... 398,576 4,795,553 (20,915,847) 1,027,365
Surrenders............. 98,230 (420,948) (251,406) (224,203)
Loan withdrawals....... (136,542) (307,295) (1,289,031) (12,593)
Cost of insurance...... (77,742) (308,617) (597,105) (257,024)
----------- ----------- -------------- -------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 938,449 5,048,529 (1,179,183) 1,636,340
----------- ----------- -------------- -------------
Total increase
(decrease) in net
assets................ 1,058,813 9,750,471 (820,430) 3,999,473
NET ASSETS:
Beginning of period.... 6,431,532 28,857,388 28,411,678 21,745,600
----------- ----------- -------------- -------------
End of period.......... $7,490,345 $38,607,859 $ 27,591,248 $25,745,073
----------- ----------- -------------- -------------
----------- ----------- -------------- -------------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1997 (UNAUDITED)

MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
---------- ---------- ----------- ------------
OPERATIONS:
Net investment income
(loss)................ $ 294,913 $ 246,080 $ 1,060,601 $ 409,507
Capital gains income... -- 827,575 -- 507,384
Net realized gain
(loss) on security
transactions.......... 4,795 (3,225) -- 6,559
Net unrealized
appreciation(depreciation)
of investments during the
period................ 202,163 4,386,067 -- 2,125,547
----------- ----------- -------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ 501,871 5,456,497 1,060,601 3,048,997
----------- ----------- -------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 865,251 3,217,829 77,604,898 3,078,132
Net transfers.......... 2,817,986 7,642,427 (68,585,939) 7,033,474
Surrenders............. (293,925) (880,386) (2,421,703) (470,532)
Loan withdrawals....... 61,034 (337,905) 1,030,682 (227,083)
Cost of insurance...... (205,795) (763,967) (1,739,916) (611,387)
----------- ----------- -------------- -------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 3,244,551 8,877,998 5,888,022 8,802,604
----------- ----------- -------------- -------------
Total increase
(decrease) in net
assets................ 3,746,422 14,334,495 6,948,623 11,851,601
NET ASSETS:
Beginning of period.... 2,685,110 14,522,892 21,463,054 9,893,999
----------- ----------- -------------- -------------
End of period.......... $6,431,532 $28,857,387 $ 28,411,677 $21,745,600
----------- ----------- -------------- -------------
----------- ----------- -------------- -------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
51
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ----------- ------------------ -------------
<S> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 8,048 $ 9,667 $ 15,496 $ 7,770 $ 25,706
Capital gains income... 2,575,286 -- 458,685 863,200 480,886
Net realized gain
(loss) on security
transactions.......... 2,175 8,635 4,710 164 992
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 2,449,276 3,932 2,068,651 793,747 1,066,852
----------------- --------------- ----------- ------------------ -------------
Net increase (decrease)
in net assets
resulting from
operations............ 5,034,785 22,234 2,547,542 1,664,881 1,574,436
----------------- --------------- ----------- ------------------ -------------
UNIT TRANSACTIONS:
Purchases.............. 2,334,203 46,675 1,392,112 787,628 939,599
Net transfers.......... 3,080,560 (210,734) 68,063 3,714,212 2,165,022
Surrenders............. (386,433) 15,609 (120,450) (174,541) (202,878)
Loan withdrawals....... (246,732) (130,095) (127,852) (44,797) (227,089)
Cost of insurance...... (424,951) (10,597) (176,536) (145,045) (147,348)
----------------- --------------- ----------- ------------------ -------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 4,356,647 (289,142) 1,035,337 4,137,457 2,527,306
----------------- --------------- ----------- ------------------ -------------
Total increase
(decrease) in net
assets................ 9,391,432 (266,908) 3,582,879 5,802,338 4,101,742
NET ASSETS:
Beginning of period.... 36,520,814 1,482,016 18,313,590 10,496,510 11,783,917
----------------- --------------- ----------- ------------------ -------------
End of period.......... $45,912,246 $ 1,215,108 $21,896,469 $16,298,848 $15,885,659
----------------- --------------- ----------- ------------------ -------------
----------------- --------------- ----------- ------------------ -------------

CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
---------------- ------------- ---------- ----------------- -----------
OPERATIONS:
Net investment income
(loss)................ $ 167,160 $ 88,963 $ 179,138 $ 97,324 $ 149,562
Capital gains income... 1,675,075 -- 620,188 745,516 100,558
Net realized gain
(loss) on security
transactions.......... (30,085) 5,516 25,769 (13,764) (9,177)
Net unrealized
appreciation(depreciation)
of investments during the
period................ 3,560,780 35,955 2,403,244 (801,996) 1,368,764
----------------- --------------- ----------- ------------------ -------------
Net increase (decrease)
in net assets
resulting from
operations............ 5,372,930 130,434 3,228,339 27,080 1,609,707
----------------- --------------- ----------- ------------------ -------------
UNIT TRANSACTIONS:
Purchases.............. 6,237,688 230,306 2,753,450 2,796,551 1,254,044
Net transfers.......... 7,660,280 (149,006) 7,278,662 124,941 6,522,655
Surrenders............. (1,305,489) (182,238) (1,605,500) (577,418) (387,945)
Loan withdrawals....... (478,850) 130,625 1,102,289 (142,130) (239,637)
Cost of insurance...... (1,155,528) (54,693) (509,686) (453,153) (208,258)
----------------- --------------- ----------- ------------------ -------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 10,958,101 (25,006) 9,019,215 1,748,791 6,940,859
----------------- --------------- ----------- ------------------ -------------
Total increase
(decrease) in net
assets................ 16,331,031 105,428 12,247,554 1,775,871 8,550,566
NET ASSETS:
Beginning of period.... 20,189,783 1,376,589 6,066,036 8,720,639 3,233,352
----------------- --------------- ----------- ------------------ -------------
End of period.......... $36,520,814 $ 1,482,017 $18,313,590 $10,496,510 $11,783,918
----------------- --------------- ----------- ------------------ -------------
----------------- --------------- ----------- ------------------ -------------

<CAPTION>
FIDELITY VIP FIDELITY VIP II
EQUITY FIDELITY VIP ASSET MANAGER
INCOME FUND OVERSEAS FUND FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ------------- -----------------
<S> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 155,210 $ 47,702 $ 47,628
Capital gains income... 552,364 140,597 142,885
Net realized gain
(loss) on security
transactions.......... 353 1,302 83
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 551,615 169,143 (70,028)
------------ ------------- -----------------
Net increase (decrease)
in net assets
resulting from
operations............ 1,259,542 358,744 120,568
------------ ------------- -----------------
UNIT TRANSACTIONS:
Purchases.............. 578,014 217,056 98,287
Net transfers.......... 907,802 434,500 115,299
Surrenders............. (52,544) (15,510) (6,143)
Loan withdrawals....... (67,606) (21,332) (2,011)
Cost of insurance...... (121,575) (37,423) (16,516)
------------ ------------- -----------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 1,244,091 577,291 188,916
------------ ------------- -----------------
Total increase
(decrease) in net
assets................ 2,503,633 936,035 309,484
NET ASSETS:
Beginning of period.... 10,601,515 2,255,939 1,435,754
------------ ------------- -----------------
End of period.......... $13,105,148 $3,191,974 $1,745,238
------------ ------------- -----------------
------------ ------------- -----------------
FIDELITY VIP FIDELITY VIP II
EQUITY FIDELITY VIP ASSET MANAGER
INCOME FUND OVERSEAS FUND FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
---------------- ------------- ---------- ----------------
------------ ------------- -----------------
OPERATIONS:
Net investment income
(loss)................ $ 88,466 $ 18,168 $ 25,384
Capital gains income... 444,785 72,122 63,674
Net realized gain
(loss) on security
transactions.......... (1,923) (23,358) 984
Net unrealized
appreciation(depreciati
of investments during
period................ 1,316,248 9,449 102,910
------------ ------------- -----------------
Net increase (decrease)
in net assets
resulting from
operations............ 1,847,576 76,381 192,952
------------ ------------- -----------------
UNIT TRANSACTIONS:
Purchases.............. 1,658,043 500,149 217,641
Net transfers.......... 2,905,832 1,020,704 437,030
Surrenders............. (177,782) (148,574) (18,402)
Loan withdrawals....... (108,547) (85,928) (4,843)
Cost of insurance...... (334,701) (93,690) (43,442)
------------ ------------- -----------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 3,942,845 1,192,661 587,984
------------ ------------- -----------------
Total increase
(decrease) in net
assets................ 5,790,421 1,269,042 780,936
NET ASSETS:
Beginning of period.... 4,811,094 986,897 654,819
------------ ------------- -----------------
End of period.......... $10,601,515 $2,255,939 $1,435,755
------------ ------------- -----------------
------------ ------------- -----------------
</TABLE>
<PAGE>
This page intentionally left blank.
<PAGE>
53
- --------------------------------------------------------------------------------

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To Hartford Life Insurance Company
Separate Account Variable Life One and to the
Owners of Units of Interest Therein:

We have audited the accompanying statement of assets and liabilities of the Bond
Fund Sub-Account, Stock Fund Sub-Account, Money Market Fund Sub-Account,
Advisers Fund Sub-Account, Capital Appreciation Fund Sub-Account, Mortgage
Securities Fund Sub-Account, Index Fund Sub-Account, International Opportunities
Fund Sub-Account, Dividend and Growth Fund Sub-Account, Fidelity VIP Equity
Income Portfolio Sub-Account, Fidelity VIP Overseas Portfolio Sub-Account and
Fidelity VIP II Asset Manager Portfolio Sub-Account (constituting Hartford Life
Insurance Company Separate Account Variable Life One) (the Accounts) as of
December 31, 1997, the related statement of operations for the year then ended
and the statements of changes in net assets for each of the two years in the
period then ended. These financial statements are the responsibility of the
Accounts' management. Our responsibility is to express an opinion on these
financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Bond Fund Sub-Account,
Stock Fund Sub-Account, Money Market Fund Sub-Account, Advisers Fund
Sub-Account, Capital Appreciation Fund Sub-Account, Mortgage Securities Fund
Sub-Account, Index Fund Sub-Account, International Opportunities Fund
Sub-Account, Dividend and Growth Fund Sub-Account, Fidelity VIP Equity Income
Portfolio Sub-Account, Fidelity VIP Overseas Portfolio Sub-Account and Fidelity
VIP II Asset Manager Portfolio Sub-Account (constituting Hartford Life Insurance
Company Separate Account Variable Life One) as of December 31, 1997, the results
of its operations for the year then ended and the changes in its net assets for
each of the two years in the period then ended in conformity with generally
accepted accounting principles.

ARTHUR ANDERSEN LLP

Hartford, Connecticut
February 16, 1998
<PAGE>
54
- --------------------------------------------------------------------------------

SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 1997

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ----------- ----------- -------------
<S> <C> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 6,126,697
Cost $ 6,175,275
Market Value......... $6,431,524 -- -- --
Hartford Stock Fund,
Inc.
Shares 5,633,636
Cost $21,694,200
Market Value......... -- $28,862,960 -- --
HVA Money Market Fund,
Inc.
Shares 28,396,174
Cost $28,396,174
Market Value......... -- -- $28,396,174 --
Hartford Advisers Fund,
Inc.
Shares 8,606,167
Cost $18,229,999
Market Value......... -- -- -- $21,745,596
Hartford Capital
Appreciation Fund,
Inc.
Shares 8,287,312
Cost $30,089,636
Market Value......... -- -- -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 1,367,449
Cost $ 1,415,536
Market Value......... -- -- -- --
Hartford Index Fund,
Inc.
Shares 6,345,629
Cost $15,029,978
Market Value......... -- -- -- --
Hartford International
Opportunities Fund,
Inc.
Shares 8,114,031
Cost $10,441,260
Market Value......... -- -- -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 6,065,007
Cost $10,161,421
Market Value......... -- -- -- --
Fidelity VIP Equity
Income Fund
Shares 436,568
Cost $ 8,912,437
Market Value......... -- -- -- --
Fidelity VIP Overseas
Fund
Shares 119,117
Cost $ 2,203,337
Market Value......... -- -- -- --
Fidelity VIP II Asset
Manager Fund
Shares 79,720
Cost $ 1,297,633
Market Value......... -- -- -- --
Due from Hartford Life
Insurance Company..... 2,220 33,585 2,250,671 6,292
Receivable from fund
shares sold........... -- -- -- --
----------- ----------- ----------- -------------
Total Assets........... 6,433,744 28,896,545 30,646,845 21,751,888
----------- ----------- ----------- -------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- -- -- --
Payable for fund shares
purchased............. 2,212 39,158 2,235,168 6,288
----------- ----------- ----------- -------------
Total Liabilities...... 2,212 39,158 2,235,168 6,288
----------- ----------- ----------- -------------
Net Assets (variable
life contract
liabilities).......... $6,431,532 $28,857,387 $28,411,677 $21,745,600
----------- ----------- ----------- -------------
----------- ----------- ----------- -------------

Units Owned by
Participants.......... 4,682,927 12,274,396 22,938,171 11,168,239
Unit Values............ $ 1.373400 $ 2.351023 $ 1.238620 $ 1.947093
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
55
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FIDELITY VIP
CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND EQUITY-INCOME
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND PORTFOLIO
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ----------- ------------------ ------------ ------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 6,126,697
Cost $ 6,175,275
Market Value......... -- -- -- -- -- --
Hartford Stock Fund,
Inc.
Shares 5,633,636
Cost $21,694,200
Market Value......... -- -- -- -- -- --
HVA Money Market Fund,
Inc.
Shares 28,396,174
Cost $28,396,174
Market Value......... -- -- -- -- -- --
Hartford Advisers Fund,
Inc.
Shares 8,606,167
Cost $18,229,999
Market Value......... -- -- -- -- -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 8,287,312
Cost $30,089,636
Market Value......... $36,544,702 -- -- -- --
---
Hartford Mortgage
Securities Fund, Inc.
Shares 1,367,449
Cost $ 1,415,536
Market Value......... -- $1,482,016 -- -- -- --
Hartford Index Fund,
Inc.
Shares 6,345,629
Cost $15,029,978
Market Value......... -- -- $18,260,874 -- -- --
Hartford International
Opportunities Fund,
Inc.
Shares 8,114,031
Cost $10,441,260
Market Value......... -- -- -- $10,503,264 -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 6,065,007
Cost $10,161,421
Market Value......... -- -- -- -- $11,840,883 --
Fidelity VIP Equity
Income Fund
Shares 436,568
Cost $ 8,912,437
Market Value......... -- -- -- -- -- $10,599,872
Fidelity VIP Overseas
Fund
Shares 119,117
Cost $ 2,203,337
Market Value......... -- -- -- -- -- --
Fidelity VIP II Asset
Manager Fund
Shares 79,720
Cost $ 1,297,633
Market Value......... -- -- -- -- -- --
Due from Hartford Life
Insurance Company..... -- 24 1,192,005 9,093 -- 13,828
Receivable from fund
shares sold........... 190,884 -- -- -- 332,178 --
----------------- --------------- ----------- ------------------ ------------ ------------------
Total Assets........... 36,735,586 1,482,040 19,452,879 10,512,357 12,173,061 10,613,700
----------------- --------------- ----------- ------------------ ------------ ------------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... 214,772 -- -- -- 389,143 --
Payable for fund shares
purchased............. -- 23 1,139,289 15,847 -- 12,185
----------------- --------------- ----------- ------------------ ------------ ------------------
Total Liabilities...... 214,772 23 1,139,289 15,847 389,143 12,185
----------------- --------------- ----------- ------------------ ------------ ------------------
Net Assets (variable
life contract
liabilities).......... $36,520,814 $1,482,017 $18,313,590 $10,496,510 $11,783,918 $10,601,515
----------------- --------------- ----------- ------------------ ------------ ------------------
----------------- --------------- ----------- ------------------ ------------ ------------------

Units Owned by
Participants.......... 17,097,936 1,098,266 7,883,666 6,990,394 5,895,844 6,040,099
Unit Values............ $ 2.135978 $ 1.349414 $ 2.322979 $ 1.501562 $ 1.998682 $ 1.755189

<CAPTION>
FIDELITY VIP FIDELITY VIP II
OVERSEAS ASSET MANAGER
PORTFOLIO PORTFOLIO
SUB-ACCOUNT SUB-ACCOUNT
------------- ------------------
<S> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 6,126,697
Cost $ 6,175,275
Market Value......... -- --
Hartford Stock Fund,
Inc.
Shares 5,633,636
Cost $21,694,200
Market Value......... -- --
HVA Money Market Fund,
Inc.
Shares 28,396,174
Cost $28,396,174
Market Value......... -- --
Hartford Advisers Fund,
Inc.
Shares 8,606,167
Cost $18,229,999
Market Value......... -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 8,287,312
Cost $30,089,636
Market Value......... -- --

Hartford Mortgage
Securities Fund, Inc.
Shares 1,367,449
Cost $ 1,415,536
Market Value......... -- --
Hartford Index Fund,
Inc.
Shares 6,345,629
Cost $15,029,978
Market Value......... -- --
Hartford International
Opportunities Fund,
Inc.
Shares 8,114,031
Cost $10,441,260
Market Value......... -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 6,065,007
Cost $10,161,421
Market Value......... -- --
Fidelity VIP Equity
Income Fund
Shares 436,568
Cost $ 8,912,437
Market Value......... -- --
Fidelity VIP Overseas
Fund
Shares 119,117
Cost $ 2,203,337
Market Value......... $2,287,053 --
Fidelity VIP II Asset
Manager Fund
Shares 79,720
Cost $ 1,297,633
Market Value......... -- $1,435,755
Due from Hartford Life
Insurance Company..... -- 464
Receivable from fund
shares sold........... -- --
------------- ------------------
Total Assets........... 2,287,053 1,436,219
------------- ------------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... 405 --
Payable for fund shares
purchased............. 30,709 464
------------- ------------------
Total Liabilities...... 31,114 464
------------- ------------------
Net Assets (variable
life contract
liabilities).......... $2,255,939 $1,435,755
------------- ------------------
------------- ------------------
Units Owned by
Participants.......... 1,663,544 943,170
Unit Values............ $ 1.356104 $ 1.522265
</TABLE>

<PAGE>
56
- --------------------------------------------------------------------------------

SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1997

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ----------- ----------- -------------
<S> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $294,913 $ 246,080 $ 1,060,601 $ 409,507
----------- ----------- ----------- -------------
Net investment income
(loss).............. 294,913 246,080 1,060,601 409,507
----------- ----------- ----------- -------------
CAPITAL GAINS INCOME..... -- 827,575 -- 507,384
----------- ----------- ----------- -------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 4,795 (3,225) -- 6,559
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 202,163 4,386,067 -- 2,125,547
----------- ----------- ----------- -------------
Net gain (loss) on
investments......... 206,958 4,382,842 -- 2,132,106
----------- ----------- ----------- -------------
Net increase
(decrease) in net
assets resulting
from operations..... $501,871 $ 5,456,497 $ 1,060,601 $3,048,997
----------- ----------- ----------- -------------
----------- ----------- ----------- -------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
57
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ----------- ------------------ ------------
<S> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 167,160 $ 88,963 $ 179,138 $ 97,324 $ 149,562
----------------- --------------- ----------- ---------- ------------
Net investment income
(loss).............. 167,160 88,963 179,138 97,324 149,562
----------------- --------------- ----------- ---------- ------------
CAPITAL GAINS INCOME..... 1,675,075 -- 620,188 745,516 100,558
----------------- --------------- ----------- ---------- ------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... (30,085) 5,516 25,769 (13,764) (9,177)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 3,560,780 35,955 2,403,244 (801,996) 1,368,764
----------------- --------------- ----------- ---------- ------------
Net gain (loss) on
investments......... 3,530,695 41,471 2,429,013 (815,760) 1,359,587
----------------- --------------- ----------- ---------- ------------
Net increase
(decrease) in net
assets resulting
from operations..... $5,372,930 $130,434 $ 3,228,339 $ 27,080 $1,609,707
----------------- --------------- ----------- ---------- ------------
----------------- --------------- ----------- ---------- ------------

SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1997

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ------------ ------------- -------------
<S> <C> <C> <C> <C>
OPERATIONS:
Net investment
income................ $ 294,913 $ 246,080 $ 1,060,601 $ 409,507
Capital gains income... -- 827,575 -- 507,384
Net realized gain
(loss) on security
transactions.......... 4,795 (3,225) -- 6,559
Net unrealized
appreciation
(depreciation) of
investments during
the period............ 202,163 4,386,067 -- 2,125,547
----------- ------------ ------------- -------------
Net increase in net
assets resulting from
operations............ 501,871 5,456,497 1,060,601 3,048,997
----------- ------------ ------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 865,251 3,217,829 77,604,898 3,078,132
Net transfers.......... 2,817,986 7,642,427 (68,585,939) 7,033,474
Surrenders............. (293,925) (880,386) (2,421,703) (470,532)
Net loan withdrawals... 61,034 (337,905) 1,030,682 (227,083)
Cost of insurance...... (205,795) (763,967) (1,739,916) (611,387)
----------- ------------ ------------- -------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 3,244,551 8,877,998 5,888,022 8,802,604
----------- ------------ ------------- -------------
Total increase in net
assets................ 3,746,422 14,334,495 6,948,623 11,851,601
NET ASSETS:
Beginning of period.... 2,685,110 14,522,892 21,463,054 9,893,999
----------- ------------ ------------- -------------
End of period.......... $6,431,532 $ 28,857,387 $ 28,411,677 $21,745,600
----------- ------------ ------------- -------------
----------- ------------ ------------- -------------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1996

MONEY
BOND FUND STOCK FUND MARKET FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ------------ ------------- -------------
OPERATIONS:
Net investment
income................ $ 130,339 $ 166,505 $ 617,137 $ 203,460
Capital gains income... -- 309,113 -- 107,033
Net realized (loss)
gain on security
transactions.......... (2,539) (10,306) -- 1,174
Net unrealized
(depreciation)
appreciation of
investments during the
period................ (35,847) 1,824,641 -- 815,705
----------- ------------ ------------- -------------
Net increase in net
assets resulting from
operations............ 91,953 2,289,953 617,137 1,127,372
----------- ------------ ------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 177,130 1,770,443 78,140,461 1,889,169
Net transfers.......... 932,335 4,457,656 (62,761,807) 2,840,668
Surrenders............. (69,207) (362,933) (814,963) (264,048)
Net loan withdrawals... (22,111) (179,201) (2,187,733) (50,031)
Cost of insurance...... (76,606) (391,509) (1,139,390) (289,178)
----------- ------------ ------------- -------------
Net increase in net
assets resulting from
unit transactions..... 941,541 5,294,456 11,236,568 4,126,580
----------- ------------ ------------- -------------
Total increase in net
assets................ 1,033,494 7,584,409 11,853,705 5,253,952
NET ASSETS:
Beginning of period.... 1,651,616 6,938,483 9,609,349 4,640,047
----------- ------------ ------------- -------------
End of period.......... $2,685,110 $ 14,522,892 $ 21,463,054 $9,893,999
----------- ------------ ------------- -------------
----------- ------------ ------------- -------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
59
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
CAPTIAL MORTGAGE INTERNATIONAL DIVIDEND AND
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ------------ ------------------ ------------
<S> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment
income................ $ 167,160 $ 88,963 $ 179,138 $ 97,324 $ 149,562
Capital gains income... 1,675,075 -- 620,188 745,516 100,558
Net realized gain
(loss) on security
transactions.......... (30,085) 5,516 25,769 (13,764) (9,177)
Net unrealized
appreciation
(depreciation) of
investments during
the period............ 3,560,780 35,955 2,403,244 (801,996) 1,368,764
----------------- --------------- ------------ ------------------ ------------
Net increase in net
assets resulting from
operations............ 5,372,930 130,434 3,228,339 27,080 1,609,707
----------------- --------------- ------------ ------------------ ------------
UNIT TRANSACTIONS:
Purchases.............. 6,237,688 230,306 2,753,450 2,796,551 1,254,044
Net transfers.......... 7,660,280 (149,006) 7,278,662 124,941 6,522,655
Surrenders............. (1,305,489) (182,238) (1,605,500) (577,418) (387,945)
Net loan withdrawals... (478,850) 130,625 1,102,289 (142,130) (239,637)
Cost of insurance...... (1,155,528) (54,693) (509,686) (453,153) (208,258)
----------------- --------------- ------------ ------------------ ------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 10,958,101 (25,006) 9,019,215 1,748,791 6,940,859
----------------- --------------- ------------ ------------------ ------------
Total increase in net
assets................ 16,331,031 105,428 12,247,554 1,775,871 8,550,566
NET ASSETS:
Beginning of period.... 20,189,783 1,376,589 6,066,036 8,720,639 3,233,352
----------------- --------------- ------------ ------------------ ------------
End of period.......... $36,520,814 $1,482,017 $ 18,313,590 $10,496,510 $11,783,918
----------------- --------------- ------------ ------------------ ------------
----------------- --------------- ------------ ------------------ ------------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1996

CAPITAL MORTGAGE INTERNATIONAL DIVIDEND AND
APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------------- --------------- ------------ ------------------ ------------
OPERATIONS:
Net investment
income................ $ 94,066 $ 61,146 $ 80,193 $ 120,669 $ 41,572
Capital gains income... 567,054 -- 33,058 118,054 2,804
Net realized (loss)
gain on security
transactions.......... (15,665) 21 2,355 (1,547) 678
Net unrealized
(depreciation)
appreciation of
investments during the
period................ 1,913,546 195 656,725 544,630 305,389
----------------- --------------- ------------ ------------------ ------------
Net increase in net
assets resulting from
operations............ 2,559,001 61,362 772,331 781,806 350,443
----------------- --------------- ------------ ------------------ ------------
UNIT TRANSACTIONS:
Purchases.............. 3,679,346 125,959 2,296,903 1,694,971 278,275
Net transfers.......... 7,290,692 552,359 3,171,094 2,966,744 2,674,253
Surrenders............. (485,609) (13,643) (96,179) (285,131) (20,374)
Net loan withdrawals... (245,321) (8,001) (1,375,343) (69,836) (67,575)
Cost of insurance...... (644,012) (28,469) (200,560) (306,356) (42,548)
----------------- --------------- ------------ ------------------ ------------
Net increase in net
assets resulting from
unit transactions..... 9,595,096 628,205 3,795,915 4,000,392 2,822,031
----------------- --------------- ------------ ------------------ ------------
Total increase in net
assets................ 12,154,097 689,567 4,568,246 4,782,198 3,172,474
NET ASSETS:
Beginning of period.... 8,035,686 687,022 1,497,790 3,938,441 60,878
----------------- --------------- ------------ ------------------ ------------
End of period.......... $20,189,783 $1,376,589 $ 6,066,036 $8,720,639 $ 3,233,352
----------------- --------------- ------------ ------------------ ------------
----------------- --------------- ------------ ------------------ ------------

<CAPTION>
FIDELITY VIP FIDELITY VIP FIDELITY VIP II
EQUITY-INCOME OVERSEAS ASSET MANAGER
PORTFOLIO PORTFOLIO PORTFOLIO
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------------ --------------- ------------------
<S> <C> <C> <C>
OPERATIONS:
Net investment
income................ $ 88,466 $ 18,168 $ 25,384
Capital gains income... 444,785 72,122 63,674
Net realized gain
(loss) on security
transactions.......... (1,923) (23,358) 984
Net unrealized
appreciation
(depreciation) of
investments during
the period............ 1,316,248 9,449 102,910
------------------ --------------- ------------------
Net increase in net
assets resulting from
operations............ 1,847,576 76,381 192,952
------------------ --------------- ------------------
UNIT TRANSACTIONS:
Purchases.............. 1,658,043 500,149 217,641
Net transfers.......... 2,905,832 1,020,704 437,030
Surrenders............. (177,782) (148,574) (18,402)
Net loan withdrawals... (108,547) (85,928) (4,843)
Cost of insurance...... (334,701) (93,690) (43,442)
------------------ --------------- ------------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 3,942,845 1,192,661 587,984
------------------ --------------- ------------------
Total increase in net
assets................ 5,790,421 1,269,042 780,936
NET ASSETS:
Beginning of period.... 4,811,094 986,897 654,819
------------------ --------------- ------------------
End of period.......... $10,601,515 $2,255,939 $1,435,755
------------------ --------------- ------------------
------------------ --------------- ------------------
STATEMENT OF CHANGES IN N
FOR THE YEAR ENDED DECEMB
FIDELITY VIP FIDELITY VIP FIDELITY VIP II
EQUITY-INCOME OVERSEAS ASSET MANAGER
PORTFOLIO PORTFOLIO PORTFOLIO
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------------ --------------- ------------------
OPERATIONS:
Net investment
income................ $ 28,598 $ 2,647 $ 4,226
Capital gains income... 11,171 2,911 --
Net realized (loss)
gain on security
transactions.......... (3,448) 1,350 884
Net unrealized
(depreciation)
appreciation of
investments during the
period................ 333,297 71,916 32,712
------------------ --------------- ------------------
Net increase in net
assets resulting from
operations............ 369,618 78,824 37,822
------------------ --------------- ------------------
UNIT TRANSACTIONS:
Purchases.............. 889,845 203,728 94,706
Net transfers.......... 3,109,762 760,222 513,253
Surrenders............. (64,856) (18,172) (14,935)
Net loan withdrawals... (111,464) (91,281) (1,047)
Cost of insurance...... (97,433) (22,781) (11,950)
------------------ --------------- ------------------
Net increase in net
assets resulting from
unit transactions..... 3,725,854 831,716 580,027
------------------ --------------- ------------------
Total increase in net
assets................ 4,095,472 910,540 617,849
NET ASSETS:
Beginning of period.... 715,622 76,357 36,970
------------------ --------------- ------------------
End of period.......... $ 4,811,094 $ 986,897 $ 654,819
------------------ --------------- ------------------
------------------ --------------- ------------------
</TABLE>

<PAGE>
60
- --------------------------------------------------------------------------------

SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997

1. ORGANIZATION:
Separate Account Variable Life One (the Account) is a separate investment
account within Hartford Life Insurance Company (the Company) and is registered
with the Securities and Exchange Commission (SEC) as a unit investment trust
under the Investment Company Act of 1940, as amended. The Account consists of
twenty two sub-accounts. These financial statements include twelve sub-accounts
which invest solely in the Hartford and Fidelity Mutual Funds (the Funds). The
other ten sub-accounts, which invest in the Putnam VT Funds, are presented in
separate financial statements. Both the Company and the Account are subject to
supervision and regulation by the Department of Insurance of the State of
Connecticut and the SEC. The Account invests deposits by variable life
contractholders of the Company in the Funds as directed by the contractholders.

2. SIGNIFICANT ACCOUNTING POLICIES:
The following is a summary of significant accounting policies of the
Account, which are in accordance with generally accepted accounting principles
in the investment company industry:

a) SECURITY TRANSACTIONS -- Security transactions are recorded on the trade
date (date the order to buy or sell is executed). Cost of investments sold is
determined on the basis of identified cost. Dividend and capital gains income
are accrued as of the ex-dividend date. Capital gains income represents
dividends from the Funds which are characterized as capital gains under tax
regulations.

b) SECURITY VALUATION -- The investment in shares of the funds are valued at
the closing net asset value per share as determined by the appropriate Fund as
of December 31, 1997.

c) FEDERAL INCOME TAXES -- The operations of the Account form a part of, and
are taxed with, the total operations of the Company, which is taxed as an
insurance company under the Internal Revenue Code. Under current law, no federal
income taxes are payable with respect to the operations of the Account.

d) USE OF ESTIMATES -- The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the financial statements and the reported amounts
of income and expenses during the period. Operating results in the future could
vary from the amounts derived from management's estimates.

3. ADMINISTRATION OF THE ACCOUNT
AND RELATED CHARGES:

In accordance with the terms of the contracts, the Company makes deductions
for mortality and expense undertakings, cost of insurance, administrative fees,
and state premium taxes. These charges are deducted through termination of units
of interest from applicable contract owners' accounts.
<PAGE>
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<PAGE>
62
- --------------------------------------------------------------------------------
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF ASSETS & LIABILITIES
MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
GROWTH AND
VOYAGER FUND GLOBAL GROWTH FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ------------------ -----------
<S> <C> <C> <C>
ASSETS:
Investments:
PCM Voyager Fund
Shares 1,249,805
Cost $38,870,105
Market Value:........ $52,916,747 -- --
PCM Global Growth Fund
Shares 1,254,112
Cost $20,308,978
Market Value:........ -- $22,611,644 --
PCM Growth and Income
Fund
Shares 1,340,620
Cost $31,605,871
Market Value:........ -- -- $37,068,147
PCM Global Asset
Allocation Fund
Shares 601,062
Cost $ 9,608,062
Market Value:........ -- -- --
PCM High Yield Fund
Shares 513,992
Cost $ 6,547,214
Market Value:........ -- -- --
PCM U.S. Government and
High Quality Fund
Shares 530,167
Cost $ 6,838,055
Market Value:........ -- -- --
PCM New Opportunities
Fund
Shares 970,853
Cost $17,614,851
Market Value:........ -- -- --
PCM Money Market Fund
Shares 1,628,692
Cost $ 1,628,692
Market Value:........ -- -- --
PCM Utilities Growth &
Income Fund
Shares 195,268
Cost $ 2,559,819
Market Value:........ -- -- --
PCM Diversified Income
Fund
Shares 98,197
Cost $ 1,087,559
Market Value:........ -- -- --
Due from Hartford Life
Insurance Company..... -- 77,150 --
Receivable from fund
shares sold........... 17,365 -- 131,325
------------ ------------------ -----------
Total Assets........... 52,934,112 22,688,794 37,199,472
------------ ------------------ -----------
LIABILITIES:
Due to Hartford Life
Insurance Company..... 16,315 -- 214,723
Payable for fund shares
purchased............. -- 38,609 --
------------ ------------------ -----------
Total Liabilities...... 16,315 38,609 214,723
------------ ------------------ -----------
Net Assets (variable
life contract
liabilities).......... $52,917,797 $22,650,185 $36,984,749
------------ ------------------ -----------
------------ ------------------ -----------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
63
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
GLOBAL ASSET U.S. GOVERNMENT AND
ALLOCATION FUND HIGH YIELD FUND HIGH QUALITY BOND FUND NEW OPPORTUNITIES FUND MONEY MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
--------------- --------------- ---------------------- ---------------------- -----------------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments:
PCM Voyager Fund
Shares 1,249,805
Cost $38,870,105
Market Value:........ -- -- -- -- --
PCM Global Growth Fund
Shares 1,254,112
Cost $20,308,978
Market Value:........ -- -- -- -- --
PCM Growth and Income
Fund
Shares 1,340,620
Cost $31,605,871
Market Value:........ -- -- -- -- --
PCM Global Asset
Allocation Fund
Shares 601,062
Cost $ 9,608,062
Market Value:........ $11,047,526 -- -- -- --
PCM High Yield Fund
Shares 513,992
Cost $ 6,547,214
Market Value:........ -- $6,676,750 -- -- --
PCM U.S. Government and
High Quality Fund
Shares 530,167
Cost $ 6,838,055
Market Value:........ -- -- $6,839,149 -- --
PCM New Opportunities
Fund
Shares 970,853
Cost $17,614,851
Market Value:........ -- -- -- $23,397,563 --
PCM Money Market Fund
Shares 1,628,692
Cost $ 1,628,692
Market Value:........ -- -- -- -- $1,628,692
PCM Utilities Growth &
Income Fund
Shares 195,268
Cost $ 2,559,819
Market Value:........ -- -- -- -- --
PCM Diversified Income
Fund
Shares 98,197
Cost $ 1,087,559
Market Value:........ -- -- -- -- --
Due from Hartford Life
Insurance Company..... 469 -- 103,541 66,324 --
Receivable from fund
shares sold........... -- 110,864 -- -- 10
--------------- --------------- ----------- ------------ -----------------
Total Assets........... 11,047,995 6,787,614 6,942,690 23,463,887 1,628,702
--------------- --------------- ----------- ------------ -----------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- 114,613 -- -- --
Payable for fund shares
purchased............. 466 -- 88,369 66,329 --
--------------- --------------- ----------- ------------ -----------------
Total Liabilities...... 466 114,613 88,369 66,329 --
--------------- --------------- ----------- ------------ -----------------
Net Assets (variable
life contract
liabilities).......... $11,047,529 $6,673,001 $6,854,321 $23,397,558 $1,628,702
--------------- --------------- ----------- ------------ -----------------
--------------- --------------- ----------- ------------ -----------------

<CAPTION>
UTILITIES GROWTH AND DIVERSIFIED
INCOME FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT
-------------------- -----------
<S> <C> <C>
ASSETS:
Investments:
PCM Voyager Fund
Shares 1,249,805
Cost $38,870,105
Market Value:........ -- --
PCM Global Growth Fund
Shares 1,254,112
Cost $20,308,978
Market Value:........ -- --
PCM Growth and Income
Fund
Shares 1,340,620
Cost $31,605,871
Market Value:........ -- --
PCM Global Asset
Allocation Fund
Shares 601,062
Cost $ 9,608,062
Market Value:........ -- --
PCM High Yield Fund
Shares 513,992
Cost $ 6,547,214
Market Value:........ -- --
PCM U.S. Government and
High Quality Fund
Shares 530,167
Cost $ 6,838,055
Market Value:........ -- --
PCM New Opportunities
Fund
Shares 970,853
Cost $17,614,851
Market Value:........ -- --
PCM Money Market Fund
Shares 1,628,692
Cost $ 1,628,692
Market Value:........ -- --
PCM Utilities Growth &
Income Fund
Shares 195,268
Cost $ 2,559,819
Market Value:........ $3,274,640 --
PCM Diversified Income
Fund
Shares 98,197
Cost $ 1,087,559
Market Value:........ -- $1,070,351
Due from Hartford Life
Insurance Company..... -- 3,021
Receivable from fund
shares sold........... 1 --
----------- -----------
Total Assets........... 3,274,641 1,073,372
----------- -----------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- 1
Payable for fund shares
purchased............. -- 3,021
----------- -----------
Total Liabilities...... 1 3,021
----------- -----------
Net Assets (variable
life contract
liabilities).......... $3,274,640 $1,070,351
----------- -----------
----------- -----------
</TABLE>

<PAGE>
64
- --------------------------------------------------------------------------------
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
GLOBAL GROWTH GROWTH AND
VOYAGER FUND FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ----------------- -----------
<S> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 117,946 $ 554,987 $ 592,084
------------ ----------------- -----------
Net investment
income.............. 117,946 554,987 592,084
------------ ----------------- -----------
CAPITAL GAINS INCOME..... 2,877,880 2,774,936 3,865,126
------------ ----------------- -----------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 10,716 8,581 6,408
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 3,748,292 (359,234) (937,493)
------------ ----------------- -----------
Net gain (losses) on
investments........... 3,759,008 (350,653) (931,085)
------------ ----------------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ $6,754,834 $2,979,270 $3,526,125
------------ ----------------- -----------
------------ ----------------- -----------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
65
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
GLOBAL ASSET
ALLOCATION U.S. GOVERNMENT AND
FUND HIGH YIELD FUND HIGH QUALITY BOND FUND NEW OPPORTUNITIES FUND MONEY MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
-------------- --------------- ---------------------- ---------------------- -----------------
<S> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 229,958 $513,505 $ 361,057 $-- $17,411
-------------- --------------- ---------- ----------- -------
Net investment
income.............. 229,958 513,505 361,057 -- 17,411
-------------- --------------- ---------- ----------- -------
CAPITAL GAINS INCOME..... 987,748 80,578 9,397 305,733 --
-------------- --------------- ---------- ----------- -------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... (69) 4,705 54,058 863 --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (217,543) (320,216) (294,918) 2,659,574 --
-------------- --------------- ---------- ----------- -------
Net gain (losses) on
investments........... (217,612) (315,511) (240,860) 2,660,437 --
-------------- --------------- ---------- ----------- -------
Net increase (decrease)
in net assets
resulting from
operations............ $1,000,094 $278,572 $ 129,594 $2,966,170 $17,411
-------------- --------------- ---------- ----------- -------
-------------- --------------- ---------- ----------- -------

UTILITIES GROWTH AND DIVERSIFIED
INCOME FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT
-------------------- -----------
<S> <C> <C>
INVESTMENT INCOME:
Dividends.............. $91,969 $44,660
-------- -----------
Net investment
income.............. 91,969 44,660
-------- -----------
CAPITAL GAINS INCOME..... 158,511 18,969
-------- -----------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 3,430 450
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (69,052) (40,077)
-------- -----------
Net gain (losses) on
investments........... (65,622) (39,627)
-------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ $184,858 $24,002
-------- -----------
-------- -----------
</TABLE>

<PAGE>
66
- --------------------------------------------------------------------------------

PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
GROWTH AND
VOYAGER FUND GLOBAL GROWTH FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ------------------ -----------
<S> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 117,946 $ 554,987 $ 592,084
Capital gains income... 2,877,880 2,774,936 3,865,126
Net realized gain
(loss) on security
transactions.......... 10,716 8,581 6,408
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 3,748,292 (359,234) (937,493)
------------ ------------------ -----------
Net increase (decrease)
in net assets
resulting from
operations............ 6,754,834 2,979,270 3,526,125
------------ ------------------ -----------
UNIT TRANSACTIONS:
Purchases.............. 2,273,055 1,294,449 1,593,536
Net transfers.......... 1,629,713 483,651 1,974,453
Surrenders............. (533,997) (106,195) (516,117)
Loan withdrawals....... (304,004) (227,782) (222,909)
Cost of insurance...... (468,748) (224,166) (326,396)
Total increase
(decrease) in net
assets resulting from
unit transactions..... 2,596,019 1,219,957 2,502,567
------------ ------------------ -----------
Total increase
(decrease) in net
assets................ 9,350,853 4,199,227 6,028,692
NET ASSETS:
Beginning of period.... 43,566,944 18,450,958 30,956,057
------------ ------------------ -----------
End of period.......... $52,917,797 $22,650,185 $36,984,749
------------ ------------------ -----------
------------ ------------------ -----------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1997 (UNAUDITED)

GROWTH AND
VOYAGER FUND GLOBAL GROWTH FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
---------- ------------------ -----------
OPERATIONS:
Net investment income
(loss)................ $ 60,565 $ 334,261 $ 397,806
Capital gains income... 1,305,213 359,534 968,274
Net realized gain
(loss) on security
transactions.......... 11,110 (33,670) 12,251
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 6,852,337 1,236,428 3,534,550
------------ ------------------ -----------
Net increase (decrease)
in net assets
resulting from
operations............ 8,229,225 1,896,553 4,912,881
------------ ------------------ -----------
UNIT TRANSACTIONS:
Purchases.............. 7,068,448 3,752,372 4,532,202
Net transfers.......... 6,792,739 2,721,380 7,767,156
Surrenders............. (1,517,033) (884,502) (1,298,679)
Loan withdrawals....... (425,937) (131,484) (577,327)
Cost of insurance...... (1,444,364) (683,606) (929,434)
------------ ------------------ -----------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 10,473,853 4,774,160 9,493,918
------------ ------------------ -----------
Total increase
(decrease) in net
assets................ 18,703,078 6,670,713 14,406,799
NET ASSETS::
Beginning of period.... 24,863,866 11,780,245 16,549,258
------------ ------------------ -----------
End of period.......... $43,566,944 $18,450,958 $30,956,057
------------ ------------------ -----------
------------ ------------------ -----------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
67
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
GLOBAL ASSET U.S. GOVERNMENT AND
ALLOCATION FUND HIGH YIELD FUND HIGH QUALITY BOND FUND NEW OPPORTUNITIES FUND MONEY MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
--------------- --------------- ---------------------- ---------------------- -----------------
<S> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 229,958 $ 513,505 $ 361,057 $-- $ 17,411
Capital gains income... 987,748 80,578 9,397 305,733 --
Net realized gain
(loss) on security
transactions.......... (69) 4,705 54,058 863 --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (217,543) (320,216) (294,918) 2,659,574 --
--------------- --------------- ----------- ------------ -----------------
Net increase (decrease)
in net assets
resulting from
operations............ 1,000,094 278,572 129,594 2,966,170 17,411
--------------- --------------- ----------- ------------ -----------------
UNIT TRANSACTIONS:
Purchases.............. 414,142 412,594 700,987 1,334,399 29,837
Net transfers.......... 247,257 280,841 (1,520,465) 905,102 412,311
Surrenders............. (50,842) (337,482) (76,022) (122,367) (4,484)
Loan withdrawals....... (10,353) (25,767) (78,271) (74,878) (6,195)
Cost of insurance...... (77,115) (74,340) (106,508) (211,987) (15,976)
Total increase
(decrease) in net
assets resulting from
unit transactions..... 523,089 255,846 (1,080,279) 1,830,269 415,493
--------------- --------------- ----------- ------------ -----------------
Total increase
(decrease) in net
assets................ 1,523,183 534,418 (950,685) 4,796,439 432,904
NET ASSETS:
Beginning of period.... 9,524,346 6,138,583 7,805,006 18,601,119 1,195,798
--------------- --------------- ----------- ------------ -----------------
End of period.......... $11,047,529 $6,673,001 $6,854,321 $23,397,558 $1,628,702
--------------- --------------- ----------- ------------ -----------------
--------------- --------------- ----------- ------------ -----------------

GLOBAL ASSET U.S. GOVERNMENT AND
ALLOCATION FUND HIGH YIELD FUND HIGH QUALITY BOND FUND NEW OPPORTUNITIES FUND MONEY MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
-------------- -------------- ---------------------- ---------------------- -----------------
OPERATIONS:
Net investment income
(loss)................ $ 220,664 $ 262,832 $ 365,648 $-- $ 63,111
Capital gains income... 377,169 30,477 -- -- --
Net realized gain
(loss) on security
transactions.......... 7,932 2,304 8,903 (22,886) --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 742,644 287,986 197,331 3,111,259 --
--------------- --------------- ----------- ------------ -----------------
Net increase (decrease)
in net assets
resulting from
operations............ 1,348,409 583,599 571,882 3,088,373 63,111
--------------- --------------- ----------- ------------ -----------------
UNIT TRANSACTIONS:
Purchases.............. 915,512 1,141,730 2,115,331 3,520,934 913,653
Net transfers.......... 1,954,680 2,371,151 1,005,018 3,467,996 (1,121,412)
Surrenders............. (253,433) (123,172) (435,871) (593,906) (15,304)
Loan withdrawals....... (55,347) (115,508) 121,927 (194,305) (347,423)
Cost of insurance...... (229,354) (249,137) (347,724) (625,715) (33,406)
--------------- --------------- ----------- ------------ -----------------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 2,332,058 3,025,064 2,458,681 5,575,004 (603,892)
--------------- --------------- ----------- ------------ -----------------
Total increase
(decrease) in net
assets................ 3,680,467 3,608,663 3,030,563 8,663,377 (540,781)
NET ASSETS::
Beginning of period.... 5,843,879 2,529,920 4,774,443 9,937,742 1,736,579
--------------- --------------- ----------- ------------ -----------------
End of period.......... $9,524,346 $6,138,583 $7,805,006 $18,601,119 $1,195,798
--------------- --------------- ----------- ------------ -----------------
--------------- --------------- ----------- ------------ -----------------

<CAPTION>
UTILITIES GROWTH AND DIVERSIFIED
INCOME FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT
-------------------- -----------
<S> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 91,969 $ 44,660
Capital gains income... 158,511 18,969
Net realized gain
(loss) on security
transactions.......... 3,430 450
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (69,052) (40,077)
----------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ 184,858 24,002
----------- -----------
UNIT TRANSACTIONS:
Purchases.............. 92,369 85,697
Net transfers.......... (87,459) 23,881
Surrenders............. (39,065) (6,868)
Loan withdrawals....... (4,161) (531)
Cost of insurance...... (22,817) (11,771)
Total increase
(decrease) in net
assets resulting from
unit transactions..... (61,133) 90,408
----------- -----------
Total increase
(decrease) in net
assets................ 123,725 114,410
NET ASSETS:
Beginning of period.... 3,150,915 955,941
----------- -----------
End of period.......... $3,274,640 $1,070,351
----------- -----------
----------- -----------
UTILITIES GROWTH AND DIVERSIFIED
INCOME FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT
-------------- -------------- ---------------------- ------------
------------------ -----------
OPERATIONS:
Net investment income
(loss)................ $ 76,374 $ 30,216
Capital gains income... 104,146 4,763
Net realized gain
(loss) on security
transactions.......... 19,472 2,460
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 433,410 10,461
----------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ 633,402 47,900
----------- -----------
UNIT TRANSACTIONS:
Purchases.............. 333,259 115,990
Net transfers.......... 386,953 402,910
Surrenders............. (177,522) (12,188)
Loan withdrawals....... 92,803 (751)
Cost of insurance...... (75,120) (33,003)
----------- -----------
Total increase
(decrease) in net
assets resulting from
unit transactions..... 560,373 472,958
----------- -----------
Total increase
(decrease) in net
assets................ 1,193,775 520,858
NET ASSETS::
Beginning of period.... 1,957,140 435,083
----------- -----------
End of period.......... $3,150,915 $ 955,941
----------- -----------
----------- -----------
</TABLE>
<PAGE>
This page intentionally left blank.
<PAGE>
69
- --------------------------------------------------------------------------------

REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To Hartford Life Insurance Company Putnam Capital Manager Trust Separate
Account Variable Life One and to the Owners of Units of Interest therein:

We have audited the accompanying statement of assets and liabilities of
Diversified Income Fund Sub-Account, Global Asset Allocation Fund Sub-Account,
Global Growth Fund Sub-Account, Growth and Income Fund Sub-Account, High Yield
Fund Sub-Account, Money Market Fund Sub-Account, New Opportunities Fund
Sub-Account, U.S. Government and High Quality Bond Fund Sub-Account, Utilities
Growth and Income Fund Sub-Account and Voyager Fund Sub-Account (constituting
Hartford Life Insurance Company Putnam Capital Manager Trust Separate Account
Variable Life One) (the Account) as of December 31, 1997, and the related
statement of operations for the year then ended and statements of changes in net
assets for each of the two years in the period then ended. These financial
statements are the responsibility of the Account's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Diversified Income Fund
Sub-Account, Global Asset Allocation Fund Sub-Account, Global Growth Fund
Sub-Account, Growth and Income Fund Sub-Account, High Yield Fund Sub-Account,
Money Market Fund Sub-Account, New Opportunities Fund Sub-Account, U.S.
Government and High Quality Bond Fund Sub-Account, Utilities Growth and Income
Fund Sub-Account and Voyager Fund Sub-Account (constituting Hartford Life
Insurance Company Putnam Capital Manager Trust Separate Account Variable Life
One) as of December 31, 1997, the results of its operations for the year then
ended and the changes in its net assets for each of the two years in the period
then ended in conformity with generally accepted accounting principles.

ARTHUR ANDERSEN LLP

Hartford, Connecticut
February 16, 1998
<PAGE>
70
- --------------------------------------------------------------------------------

PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 1997

<TABLE>
<CAPTION>
DIVERSIFIED GLOBAL ASSET GLOBAL
INCOME FUND ALLOCATION FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- --------------- ------------
<S> <C> <C> <C>
ASSETS
Investments:
Putnam VT Diversified
Income Fund
Shares 84,522
Cost $ 933,072
Market Value......... $ 955,941 -- --
Putnam VT Global Asset
Allocation Fund
Shares 507,694
Cost $ 7,867,330
Market Value......... -- $9,524,337 --
Putnam VT Global Growth
Fund
Shares 1,008,112
Cost $15,826,876
Market Value......... -- -- $18,488,776
Putnam VT Growth and
Income Fund
Shares 1,093,848
Cost $24,578,018
Market Value......... -- -- --
Putnam VT High Yield
Fund
Shares 450,704
Cost $ 5,688,833
Market Value......... -- -- --
Putnam VT Money Market
Fund
Shares 1,197,125
Cost $ 1,197,125
Market Value......... -- -- --
Putnam VT New
Opportunities Fund
Shares 876,202
Cost $15,478,626
Market Value......... -- -- --
Putnam VT U.S.
Government and High
Quality Fund
Shares 581,595
Cost $ 7,508,993
Market Value......... -- -- --
Putnam VT Utilities
Growth & Income Fund
Shares 182,638
Cost $ 2,346,549
Market Value......... -- -- --
Putnam VT Voyager Fund
Shares 1,114,837
Cost $33,269,467
Market Value......... -- -- --
Due From Hartford Life
Insurance Company..... -- 5,039 --
Receivable from fund
shares sold........... -- -- 203,148
----------- --------------- ------------
Total Assets........... 955,941 9,529,376 18,691,924
----------- --------------- ------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... -- -- 240,966
Payable for fund shares
purchased............. -- 5,030 --
----------- --------------- ------------
Total Liabilities...... -- 5,030 240,966
----------- --------------- ------------
Net Assets (variable
life contract
liabilities).......... $ 955,941 $9,524,346 $18,450,958
----------- --------------- ------------
----------- --------------- ------------
VARIABLE LIFE CONTRACTS:
Individual Sub-Accounts:
Units Owned by
Participants.......... 73,792 520,040 1,015,150
Unit Price............. $12.954542 $18.314650 $ 18.175599
Contract Liability..... $ 955,941 $9,524,346 $18,450,958
GRAND TOTAL CONTRACT
LIABILITY (ALL
SUB-ACCOUNTS)..........
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
71
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
U.S. GOVERNMENT
AND HIGH UTILITIES
GROWTH AND HIGH YIELD MONEY QUALITY BOND GROWTH AND
INCOME FUND FUND MARKET FUND NEW OPPORTUNITIES FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT FUND SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ----------- ----------- ------------------ --------------- -----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments:
Putnam VT Diversified
Income Fund
Shares 84,522
Cost $ 933,072
Market Value......... -- -- -- -- -- --
Putnam VT Global Asset
Allocation Fund
Shares 507,694
Cost $ 7,867,330
Market Value......... -- -- -- -- -- --
Putnam VT Global Growth
Fund
Shares 1,008,112
Cost $15,826,876
Market Value......... -- -- -- -- -- --
Putnam VT Growth and
Income Fund
Shares 1,093,848
Cost $24,578,018
Market Value......... $30,977,788 -- -- -- -- --
Putnam VT High Yield
Fund
Shares 450,704
Cost $ 5,688,833
Market Value......... -- $6,138,585 -- -- -- --
Putnam VT Money Market
Fund
Shares 1,197,125
Cost $ 1,197,125
Market Value......... -- -- $1,197,125 -- -- --
Putnam VT New
Opportunities Fund
Shares 876,202
Cost $15,478,626
Market Value......... -- -- -- $18,601,764 -- --
Putnam VT U.S.
Government and High
Quality Fund
Shares 581,595
Cost $ 7,508,993
Market Value......... -- -- -- -- $7,805,005 --
Putnam VT Utilities
Growth & Income Fund
Shares 182,638
Cost $ 2,346,549
Market Value......... -- -- -- -- -- $3,130,422
Putnam VT Voyager Fund
Shares 1,114,837
Cost $33,269,467
Market Value......... -- -- -- -- -- --
Due From Hartford Life
Insurance Company..... -- -- -- -- 5,967 --
Receivable from fund
shares sold........... 347,106 1,128 29,316 7,158 -- 21,060
------------ ----------- ----------- ------------------ --------------- -----------
Total Assets........... 31,324,894 6,139,713 1,226,441 18,608,922 7,810,972 3,151,482
------------ ----------- ----------- ------------------ --------------- -----------
LIABILITIES:
Due to Hartford Life
Insurance Company..... 368,837 1,130 30,643 7,803 -- 567
Payable for fund shares
purchased............. -- -- -- -- 5,966 --
------------ ----------- ----------- ------------------ --------------- -----------
Total Liabilities...... 368,837 1,130 30,643 7,803 5,966 567
------------ ----------- ----------- ------------------ --------------- -----------
Net Assets (variable
life contract
liabilities).......... $30,956,057 $6,138,583 $1,195,798 $18,601,119 $7,805,006 $3,150,915
------------ ----------- ----------- ------------------ --------------- -----------
------------ ----------- ----------- ------------------ --------------- -----------
VARIABLE LIFE CONTRACTS:
Individual Sub-Accounts:
Units Owned by
Participants.......... 1,400,110 371,017 971,108 1,017,296 574,532 167,356
Unit Price............. $ 22.109731 $16.545266 $ 1.231375 $ 18.284859 $13.584990 $18.827631
Contract Liability..... $30,956,057 $6,138,583 $1,195,798 $18,601,119 $7,805,006 $3,150,915
GRAND TOTAL CONTRACT
LIABILITY (ALL
SUB-ACCOUNTS)..........

VOYAGER FUND
SUB-ACCOUNT
-------------
<S> <C>
ASSETS
Investments:
Putnam VT Diversified
Income Fund
Shares 84,522
Cost $ 933,072
Market Value......... --
Putnam VT Global Asset
Allocation Fund
Shares 507,694
Cost $ 7,867,330
Market Value......... --
Putnam VT Global Growth
Fund
Shares 1,008,112
Cost $15,826,876
Market Value......... --
Putnam VT Growth and
Income Fund
Shares 1,093,848
Cost $24,578,018
Market Value......... --
Putnam VT High Yield
Fund
Shares 450,704
Cost $ 5,688,833
Market Value......... --
Putnam VT Money Market
Fund
Shares 1,197,125
Cost $ 1,197,125
Market Value......... --
Putnam VT New
Opportunities Fund
Shares 876,202
Cost $15,478,626
Market Value......... --
Putnam VT U.S.
Government and High
Quality Fund
Shares 581,595
Cost $ 7,508,993
Market Value......... --
Putnam VT Utilities
Growth & Income Fund
Shares 182,638
Cost $ 2,346,549
Market Value......... --
Putnam VT Voyager Fund
Shares 1,114,837
Cost $33,269,467
Market Value......... $ 43,567,817
Due From Hartford Life
Insurance Company..... 7,236
Receivable from fund
shares sold........... --
-------------
Total Assets........... 43,575,053
-------------
LIABILITIES:
Due to Hartford Life
Insurance Company..... --
Payable for fund shares
purchased............. 8,109
-------------
Total Liabilities...... 8,109
-------------
Net Assets (variable
life contract
liabilities).......... $ 43,566,944
-------------
-------------
VARIABLE LIFE CONTRACTS:
Individual Sub-Accounts:
Units Owned by
Participants.......... 1,878,936
Unit Price............. $ 23.187025
Contract Liability..... $ 43,566,944
GRAND TOTAL CONTRACT
LIABILITY (ALL
SUB-ACCOUNTS).......... $140,345,667
</TABLE>
<PAGE>
72 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1997

<TABLE>
<CAPTION>
DIVERSIFIED GLOBAL ASSET GLOBAL
INCOME ALLOCATION FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- --------------- -----------
<S> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $30,216 $ 220,664 $ 334,261
CAPITAL GAINS INCOME..... 4,763 377,169 359,534
----------- --------------- -----------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 2,460 7,932 (33,670)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 10,461 742,644 1,236,428
----------- --------------- -----------
Net gain (loss) on
investments........... 12,921 750,576 1,202,758
----------- --------------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ $47,900 $1,348,409 $1,896,553
----------- --------------- -----------
----------- --------------- -----------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 73
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
U.S. GOVERNMENT AND UTILITIES
GROWTH AND HIGH MONEY NEW HIGH QUALITY GROWTH AND
INCOME FUND YIELD FUND MARKET FUND OPPORTUNITIES FUND BOND FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- ----------- ----------- ------------------ ------------------- -----------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 397,806 $262,832 $63,111 $ -- $365,648 $ 76,374
CAPITAL GAINS INCOME..... 968,274 30,477 -- -- -- 104,146
----------- ----------- ----------- ------------------ -------- -----------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 12,251 2,304 -- (22,886) 8,903 19,472
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 3,534,550 287,986 -- 3,111,259 197,331 433,410
----------- ----------- ----------- ------------------ -------- -----------
Net gain (loss) on
investments........... 3,546,801 290,290 -- 3,088,373 206,234 452,882
----------- ----------- ----------- ------------------ -------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ $4,912,881 $583,599 $63,111 $3,088,373 $571,882 $633,402
----------- ----------- ----------- ------------------ -------- -----------
----------- ----------- ----------- ------------------ -------- -----------

VOYAGER FUND
SUB-ACCOUNT
------------
<S> <C>
INVESTMENT INCOME:
Dividends.............. $ 60,565
CAPITAL GAINS INCOME..... 1,305,213
------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... 11,110
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 6,852,337
------------
Net gain (loss) on
investments........... 6,863,447
------------
Net increase (decrease)
in net assets
resulting from
operations............ $8,229,225
------------
------------
</TABLE>
<PAGE>
74 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1997

<TABLE>
<CAPTION>
DIVERSIFIED GLOBAL ASSET GLOBAL
INCOME FUND ALLOCATION FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- --------------- ------------
<S> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 30,216 $ 220,664 $ 334,261
Capital gains income... 4,763 377,169 359,534
Net realized gain
(loss) on security
transactions.......... 2,460 7,932 (33,670)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 10,461 742,644 1,236,428
----------- --------------- ------------
Net increase (decrease)
in net assets
resulting from
operations............ 47,900 1,348,409 1,896,553
----------- --------------- ------------
UNIT TRANSACTIONS:
Purchases.............. 115,990 915,512 3,752,372
Net transfers.......... 402,910 1,954,680 2,721,380
Surrenders............. (12,188) (253,433) (884,502)
Loan withdrawals....... (751) (55,347) (131,484)
Cost of insurance...... (33,003) (229,354) (683,606)
----------- --------------- ------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 472,958 2,332,058 4,774,160
----------- --------------- ------------
Total increase
(decrease) in net
assets................ 520,858 3,680,467 6,670,713
NET ASSETS:
Beginning of period.... 435,083 5,843,879 11,780,245
----------- --------------- ------------
End of period.......... $955,941 $9,524,346 $18,450,958
----------- --------------- ------------
----------- --------------- ------------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1996

DIVERSIFIED GLOBAL ASSET GLOBAL
INCOME FUND ALLOCATION FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
----------- --------------- ------------
OPERATIONS:
Net investment income
(loss)................ $ 3,462 $ 188,398 $ 127,576
Capital gains income... -- 123,629 185,843
Net realized gain
(loss) on security
transactions.......... 552 (7,261) (629)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 11,226 402,313 939,399
----------- --------------- ------------
Net increase (decrease)
in net assets
resulting from
operations............ 15,240 707,079 1,252,189
----------- --------------- ------------
UNIT TRANSACTIONS:
Purchases.............. 24,807 452,006 2,362,436
Net transfers.......... 389,351 1,230,543 4,268,747
Surrenders............. (2,488) (134,352) (261,978)
Loan withdrawals....... -- (15,060) (136,654)
Cost of insurance...... (6,035) (129,436) (380,278)
----------- --------------- ------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 405,635 1,403,701 5,852,273
----------- --------------- ------------
Total increase
(decrease) in net
assets................ 420,875 2,110,780 7,104,462
NET ASSETS:
Beginning of period.... 14,208 3,733,099 4,675,783
----------- --------------- ------------
End of period.......... $435,083 $5,843,879 $11,780,245
----------- --------------- ------------
----------- --------------- ------------
</TABLE>

The accompanying notes are an integral part of these financial statements.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 75
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
U.S. GOVERNMENT AND UTILITIES
GROWTH AND HIGH MONEY MARKET NEW HIGH QUALITY GROWTH AND
INCOME FUND YIELD FUND FUND OPPORTUNITIES FUND BOND FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ----------- ------------ ------------------ ------------------- -----------
<S> <C> <C> <C> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 397,806 $ 262,832 $ 63,111 $ -- $ 365,648 $ 76,374
Capital gains income... 968,274 30,477 -- -- -- 104,146
Net realized gain
(loss) on security
transactions.......... 12,251 2,304 -- (22,886) 8,903 19,472
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 3,534,550 287,986 -- 3,111,259 197,331 433,410
------------ ----------- ------------ ------------------ ------------------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ 4,912,881 583,599 63,111 3,088,373 571,882 633,402
------------ ----------- ------------ ------------------ ------------------- -----------
UNIT TRANSACTIONS:
Purchases.............. 4,532,202 1,141,730 913,653 3,520,934 2,115,331 333,259
Net transfers.......... 7,767,156 2,371,153 (1,121,412) 3,467,996 1,005,018 386,953
Surrenders............. (1,298,679) (123,174) (15,304) (593,906) (435,871) (177,522)
Loan withdrawals....... (577,327) (115,508) (347,423) (194,305) 121,927 92,803
Cost of insurance...... (929,434) (249,137) (33,406) (625,715) (347,724) (75,120)
------------ ----------- ------------ ------------------ ------------------- -----------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 9,493,918 3,025,064 (603,892) 5,575,004 2,458,681 560,373
------------ ----------- ------------ ------------------ ------------------- -----------
Total increase
(decrease) in net
assets................ 14,406,799 3,608,663 (540,781) 8,663,377 3,030,563 1,193,775
NET ASSETS:
Beginning of period.... 16,549,258 2,529,920 1,736,579 9,937,742 4,774,443 1,957,140
------------ ----------- ------------ ------------------ ------------------- -----------
End of period.......... $30,956,057 $6,138,583 $ 1,195,798 $18,601,119 $7,805,006 $3,150,915
------------ ----------- ------------ ------------------ ------------------- -----------
------------ ----------- ------------ ------------------ ------------------- -----------

STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1996

U.S. GOVERNMENT AND UTILITIES
GROWTH AND HIGH MONEY NEW HIGH QUALITY GROWTH AND
INCOME FUND YIELD FUND MARKET FUND OPPORTUNITIES FUND BOND FUND INCOME FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------ ----------- ------------ ------------------ ------------------- -----------
OPERATIONS:
Net investment income
(loss)................ $ 373,127 $ 100,269 $ 64,821 $ -- $ 118,810 $ 54,039
Capital gains income... 169,182 -- -- -- -- --
Net realized gain
(loss) on security
transactions.......... 3,431 1,207 -- (12,125) 1,512 5,913
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 1,721,046 110,874 -- (46,287) 39,260 187,466
------------ ----------- ------------ ------------------ ------------------- -----------
Net increase (decrease)
in net assets
resulting from
operations............ 2,266,786 212,350 64,821 (58,412) 159,582 247,418
------------ ----------- ------------ ------------------ ------------------- -----------
UNIT TRANSACTIONS:
Purchases.............. 2,593,033 623,832 222,153 1,916,795 851,577 197,577
Net transfers.......... 5,653,969 827,225 1,174,039 7,598,113 2,649,806 374,918
Surrenders............. (232,793) (75,658) (15,114) (180,695) (43,664) (23,356)
Loan withdrawals....... (131,861) (62,507) (32,391) (15,220) (88,504) (8,504)
Cost of insurance...... (386,556) (118,676) (75,543) (207,683) (175,229) (46,157)
------------ ----------- ------------ ------------------ ------------------- -----------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 7,495,792 1,194,216 1,273,144 9,111,310 3,193,986 494,478
------------ ----------- ------------ ------------------ ------------------- -----------
Total increase
(decrease) in net
assets................ 9,762,578 1,406,566 1,337,965 9,052,898 3,353,568 741,896
NET ASSETS:
Beginning of period.... 6,786,680 1,123,354 398,614 884,844 1,420,875 1,215,244
------------ ----------- ------------ ------------------ ------------------- -----------
End of period.......... $16,549,258 $2,529,920 $ 1,736,579 $ 9,937,742 $4,774,443 $1,957,140
------------ ----------- ------------ ------------------ ------------------- -----------
------------ ----------- ------------ ------------------ ------------------- -----------

VOYAGER FUND
SUB-ACCOUNT
------------
<S> <C>
OPERATIONS:
Net investment income
(loss)................ $ 60,565
Capital gains income... 1,305,213
Net realized gain
(loss) on security
transactions.......... 11,110
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 6,852,337
------------
Net increase (decrease)
in net assets
resulting from
operations............ 8,229,225
------------
UNIT TRANSACTIONS:
Purchases.............. 7,068,448
Net transfers.......... 6,792,739
Surrenders............. (1,517,033)
Loan withdrawals....... (425,937)
Cost of insurance...... (1,444,364)
------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 10,473,853
------------
Total increase
(decrease) in net
assets................ 18,703,078
NET ASSETS:
Beginning of period.... 24,863,866
------------
End of period.......... $43,566,944
------------
------------
STATEMENT OF CHANGES IN N
FOR THE YEAR ENDED DECEMB

VOYAGER FUND
SUB-ACCOUNT
------------
OPERATIONS:
Net investment income
(loss)................ $ 275,323
Capital gains income... 535,426
Net realized gain
(loss) on security
transactions.......... (21,665)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 1,014,491
------------
Net increase (decrease)
in net assets
resulting from
operations............ 1,803,575
------------
UNIT TRANSACTIONS:
Purchases.............. 4,304,397
Net transfers.......... 9,073,061
Surrenders............. (688,697)
Loan withdrawals....... (311,045)
Cost of insurance...... (810,828)
------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 11,566,888
------------
Total increase
(decrease) in net
assets................ 13,370,463
NET ASSETS:
Beginning of period.... 11,493,403
------------
End of period.......... $24,863,866
------------
------------
</TABLE>
<PAGE>
76
- --------------------------------------------------------------------------------

PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT VARIABLE LIFE ONE
HARTFORD LIFE INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997

1. ORGANIZATION:

Separate Account Variable Life One (the Account) is a separate investment
account within Hartford Life Insurance Company (the Company) and is registered
with the Securities and Exchange Commission (SEC) as a unit investment trust
under the Investment Company Act of 1940, as amended. The Account consists of
twenty two sub-accounts. These financial statements include ten sub-accounts
which invest solely in the Putnam VT funds (the Funds). The other twelve
sub-accounts, which invest in the Hartford and Fidelity Mutual Funds, are
presented in separate financial statements. Both the Company and the Account are
subject to supervision and regulation by the Department of Insurance of the
State of Connecticut and the SEC. The Account invests deposits by variable life
contractholders of the Company in the various mutual funds as directed by the
contractholders.

2. SIGNIFICANT ACCOUNTING POLICIES:

The following is a summary of significant accounting policies of the
Account, which are in accordance with generally accepted accounting principles
in the investment company industry:

A) SECURITY TRANSACTIONS--Security transactions are recorded on the trade
date (date the order to buy or sell is executed). Cost of investments sold is
determined on the basis of identified cost. Dividend and capital gains income
are accrued as of the ex-dividend date. Capital gains income represents
dividends from the Funds which are characterized as capital gains under tax
regulations.

B) SECURITY VALUATION--The investments in shares of the Funds are valued at
the closing net asset value per share as determined by the appropriate Fund as
of December 31, 1997.

C) FEDERAL INCOME TAXES--The operations of the Account form a part of, and
are taxed with, the total operations of the Company, which is taxed as an
insurance company under the Internal Revenue Code. Under current law, no federal
income taxes are payable with respect to the operations of the Account.

D) USE OF ESTIMATES--The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the financial statements and the reported amounts
of income and expenses during the period. Operating results in the future could
vary from the amounts derived from management's estimates.

3. ADMINISTRATION OF THE ACCOUNT AND
RELATED CHARGES:

In accordance with the terms of the contracts, the Company makes deductions
for mortality and expense undertakings, cost of insurance, administrative fees,
and state premium taxes. These charges are deducted through termination of units
of interest from applicable contract owners' accounts, in accordance with the
terms of the contracts.
<PAGE>
77
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
THREE MONTHS
ENDED
MARCH 31,
---------------
1998 1997
------ ------
(IN MILLIONS)
(UNAUDITED)
<S> <C> <C>
Revenues
Premiums and other considerations............... $ 563 $ 310
Net investment income........................... 352 337
Net realized capital gains...................... -- 4
------ ------
Total revenues................................ 915 651
------ ------
Benefits, claims and expenses
Benefits, claims and claim adjustment
expenses....................................... 398 342
Amortization of deferred policy acquisition
costs.......................................... 94 81
Dividends to policyholders...................... 107 54
Other insurance expenses........................ 188 73
------ ------
Total benefits, claims and expenses........... 787 550
------ ------
Income before income tax expense................ 128 101
Income tax expense.............................. 45 38
------ ------
Net income...................................... $ 83 $ 63
------ ------
------ ------
</TABLE>

See Notes to Condensed Consolidated Financial Statements.
<PAGE>
78
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
MARCH DECEMBER
31, 31,
1998 1997
------- -------
(IN MILLIONS,
EXCEPT FOR SHARE
DATA)
<S> <C> <C>
(UNAUDITED)
Assets
Investments
Fixed maturities, available for sale, at fair
value (amortized cost of $14,336 and
$13,885)....................................... $14,609 $14,176
Equity securities, available for sale, at fair
value.......................................... 188 180
Policy loans, at outstanding balance............ 3,760 3,756
Other investments, at cost...................... 235 47
------- -------
Total investments............................. 18,792 18,159
Cash............................................ 52 54
Premiums and amounts receivable................. 23 18
Accrued investment income....................... 353 330
Reinsurance recoverable......................... 6,040 6,325
Deferred policy acquisition costs............... 3,430 3,315
Deferred income tax............................. 454 348
Other assets.................................... 207 352
Separate account assets......................... 77,457 69,055
------- -------
Total assets.................................. $106,808 $97,956
------- -------
------- -------
Liabilities
Future policy benefits.......................... $ 3,325 $3,270
Other policyholder funds........................ 20,980 21,034
Other liabilities............................... 2,622 2,254
Separate account liabilities.................... 77,457 69,055
------- -------
Total liabilities............................. 104,384 95,613
------- -------
Stockholder's Equity
Common stock - authorized 1,000; issued and
outstanding, par value $5,690.................. 6 6
Capital surplus................................. 1,045 1,045
Accumulated other comprehensive income
Net unrealized capital gains on securities, net
of tax......................................... 177 179
Total accumulated other comprehensive income... 177 179
Retained earnings.............................. 1,196 1,113
------- -------
Total stockholder's equity.................... 2,424 2,343
------- -------
Total liabilities and stockholder's equity...... $106,808 $97,956
------- -------
------- -------
</TABLE>

See Notes to Condensed Consolidated Financial Statements.
<PAGE>
79
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF
CHANGES IN STOCKHOLDER'S EQUITY

THREE MONTHS ENDED MARCH 31, 1998 (UNAUDITED)

<TABLE>
<CAPTION>
ACCUMULATED OTHER
COMPREHENSIVE
INCOME
----------------------------------------------------------------------
NET UNREALIZED
CAPITAL GAINS
(LOSSES) ON TOTAL
COMMON CAPITAL SECURITIES, NET RETAINED STOCKHOLDERS'
STOCK SURPLUS OF TAX EARNINGS EQUITY
------ -------------- --------------- ----------- -------------
(IN MILLIONS)
(UNAUDITED)
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1997.............. $6 $1,045 $179 $1,113 $2,343
Comprehensive Income
Net income............................ -- -- -- 83 83
Other comprehensive income, net of
tax:
Change in unrealized capital gains
(losses) on securities (1)(2)....... -- -- (2) -- (2)
Total other comprehensive income...... -- -- -- -- (2)
Total Comprehensive Income.............. 81
--
------ ------ ----------- ------
Balance, March 31, 1998................. $6 $1,045 $177 $1,196 $2,424
--
--
------ ------ ----------- ------
------ ------ ----------- ------
</TABLE>

THREE MONTHS ENDED MARCH 31, 1997 (UNAUDITED)

<TABLE>
<CAPTION>
ACCUMULATED OTHER
COMPREHENSIVE
INCOME
----------------------------------------------------------------------
NET UNREALIZED
CAPITAL GAINS
(LOSSES) ON TOTAL
COMMON CAPITAL SECURITIES, NET RETAINED STOCKHOLDERS'
STOCK SURPLUS OF TAX EARNINGS EQUITY
------ -------------- --------------- ----------- -------------
(IN MILLIONS)
(UNAUDITED)
<S> <C> <C> <C> <C> <C>
Balance, December 31, 1996.............. $6 $1,045 $ 30 $ 811 $1,892
Comprehensive Income
Net income............................ -- -- -- 63 63
Other comprehensive income, net of
tax:
Change in unrealized capital gains
(losses) on securities (1)(2)....... -- -- (87) -- (87)
Total other comprehensive income...... -- -- -- -- (87)
Total Comprehensive Income.............. -- -- -- -- 24
--
------ ------ ----------- ------
Balance March 31, 1997.................. $6 $1,045 $(57) $ 874 $1,868
--
--
------ ------ ----------- ------
------ ------ ----------- ------
</TABLE>

- ---------

(1) Unrealized gain (loss) on securities is net of tax expense (benefit) of $95
and $(34) for March 31, 1998 and 1997, respectively.

(2) Net of reclassification adjustment for gains realized in net income of $0
and $4 for March 31, 1998 and 1997, respectively.

See Notes to Condensed Consolidated Financial Statements.
<PAGE>
80
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
-------------------
1998 1997
-------- --------
(IN MILLIONS)
(UNAUDITED)
<S> <C> <C>
Operating Activities
Net income............................ $ 83 $ 63
Adjustments to Net Income:
Depreciation and amortization......... (5) 5
Net realized capital gains............ -- (4)
(Increase) decrease in deferred income
taxes................................ (102) 21
Increase in deferred policy
acquisition costs.................... (115) (128)
(Increase) decrease in premiums
receivable and agents' balances...... (5) 32
(Increase) decrease in accrued
investment income.................... (23) 57
Decrease in other assets.............. 104 25
Decrease (increase) in reinsurance
recoverables......................... 23 (112)
Increase in liabilities for future
policy benefits...................... 55 158
Increase in other liabilities......... 74 227
-------- --------
Cash provided by operating
activities......................... 89 344
-------- --------
Investing Activities
Purchases of fixed maturity
investments.......................... (2,014) (1,525)
Sales of fixed maturity investments... 1,162 985
Maturities and principal paydowns of
fixed maturity investments........... 459 664
Net (purchases) sales of other
investments.......................... (118) 111
Net sales (purchases) of short-term
investments.......................... 211 (102)
-------- --------
Cash (used for) provided by
investing activities............... (300) 133
-------- --------
Financing Activities
Net receipts from (disbursements for)
investment and universal life-type
contracts credited to (charged
against) policyholder accounts....... 209 (447)
-------- --------
Cash provided by (used for) financing
activities........................... 209 (447)
-------- --------
(Decrease) increase in cash........... (2) 30
Cash -- beginning of period........... 54 43
-------- --------
Cash -- end of period................. $ 52 $ 73
-------- --------
-------- --------
Supplemental Disclosure of Cash Flow
Information:
Net Cash Paid During the Period for:
Income taxes.......................... $ 56 $ 41
-------- --------
-------- --------
</TABLE>

See Notes to Condensed Consolidated Financial Statements.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES 81
- --------------------------------------------------------------------------------

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(DOLLAR AMOUNTS IN MILLIONS EXCEPT FOR SHARE DATA UNLESS OTHERWISE STATED)
(UNAUDITED)

1. SIGNIFICANT ACCOUNTING POLICIES

(A) BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements of
Hartford Life Insurance Company (the "Company") have been prepared pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and note disclosures which are normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to those rules and regulations, although
the Company believes that the disclosures made are adequate to make the
information presented not misleading. In the opinion of management, these
statements include all adjustments which were normal recurring adjustments
necessary to present fairly the financial position, results of operations and
cash flows for the periods presented.

For a description of accounting policies, see Note 2 of Notes to
Consolidated Financial Statements in the Company's 1997 Form 10-K Annual Report.

Certain reclassifications have been made to prior year financial information
to conform to the current year classification of transactions and accounts.

(B) CHANGES IN ACCOUNTING PRINCIPLES

In March 1998, the American Institute of Certified Public Accountants issued
Statement of Position ("SOP") No. 98-1, "Accounting for the Costs of Computer
Software Developed or Obtained for Internal Use". The SOP provides guidance on
accounting for the costs of internal use software and in determining whether the
software is for internal use. The SOP defines internal use software as software
that is acquired, internally developed, or modified solely to meet internal
needs and identifies stages of software development and accounting for the
related costs incurred during the stages. This statement is effective for fiscal
years beginning after December 15, 1998 and is not expected to have a material
impact on the Company's financial condition or results of operations.

Effective January 1, 1998, the Company adopted Statement of Financial
Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive Income", which
establishes standards for reporting and display of comprehensive income and its
components in a full set of general purpose financial statements. The objective
of this statement is to report a measure of all changes in equity of an
enterprise that result from transactions and other economic events of the period
other than transactions with owners. Comprehensive income is the total of net
income and all other nonowner changes in equity. Accordingly, the Company has
reported comprehensive income in the Condensed Consolidated Statement of Changes
in Stockholder's Equity.

2. INITIAL PUBLIC OFFERING ("IPO")

On February 10, 1997, the Company's indirect parent, Hartford Life, Inc.
("Hartford Life"), filed a registration statement, as amended, with the
Securities and Exchange Commission, relating to the IPO of Hartford Life's Class
A Common Stock. Pursuant to the IPO on May 22, 1997, Hartford Life sold to the
public 26 million shares at $28.25 per share and received proceeds, net of
offering expenses, of $687. Of the proceeds, $527 was used to retire debt
related to Hartford Life's promissory notes outstanding and line of credit. The
remaining $160 was contributed by Hartford Life to Hartford Life and Accident
Insurance Company, the Company's direct parent, to support growth in its core
businesses.

The 26 million shares sold in the IPO represent approximately 18.6% of the
equity ownership in Hartford Life and approximately 4.4% of the combined voting
power of Hartford Life's Class A and Class B Common Stock. The Hartford owns all
of the 114 million outstanding shares of Class B Common Stock of Hartford Life,
representing approximately 81.4% of the equity ownership in Hartford Life and
approximately 95.6% of the combined voting power of Hartford Life's Class A and
Class B Common Stock. Holders of Class A Common Stock generally have identical
rights to the holders of Class B Common Stock except that the holders of Class A
Common Stock are entitled to one vote per share while holders of Class B Common
Stock are entitled to five votes per share on all matters submitted to a vote of
Hartford Life's stockholders.

3. COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is involved in pending and threatened litigation in the normal
course of its business in which claims for monetary and punitive damages have
been asserted. Although there can be no assurances, management, at the present
time, does not anticipate that the ultimate liability arising from such pending
or threatened litigation will have a material effect on the financial condition
or operating results of the Company.
<PAGE>
82 HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
- --------------------------------------------------------------------------------

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(DOLLAR AMOUNTS IN MILLIONS EXCEPT FOR PER SHARE DATA UNLESS OTHERWISE
STATED)

Management's Discussion and Analysis of Financial Condition and Results of
Operations ("MD&A") addresses the financial condition of the Company as of March
31, 1998, compared with December 31, 1997, and its results of operations for the
three months ended March 31, 1998 compared with the equivalent 1997 period. This
discussion should be read in conjunction with the MD&A in the Company's 1997
Form 10-K Annual Report.

Certain statements contained in this discussion, other than statements of
historical fact, are forward-looking statements. These statements are made
pursuant to the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995 and include estimates and assumptions related to economic,
competitive and legislative developments. These forward-looking statements are
subject to change and uncertainty which are, in many instances, beyond the
Company's control and have been made based upon management's expectations and
beliefs concerning future developments and their potential effect on Hartford
Life Insurance Company and subsidiaries (the "Company"). There can be no
assurance that future developments will be in accordance with management's
expectations or that the effect of future developments on the Company will be
those anticipated by management. Actual results could differ materially from
those expected by the Company, depending on the outcome of certain factors,
including those described in the forward-looking statements.

Certain reclassifications have been made to prior year financial information
to conform to the current year presentation.

INDEX

<TABLE>
<S> <C>
Consolidated Results of
Operations:....................
Operating Summary............... 8
Annuity......................... 9
Individual Life Insurance....... 10
Employee Benefits............... 10
Guaranteed Investment
Contracts...................... 11
Accounting Standards............ 11
</TABLE>

CONSOLIDATED RESULTS OF OPERATIONS:
OPERATING SUMMARY

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
--------------------
1998 1997
--------- ---------
<S> <C> <C>
Revenues......................................... $ 915 $ 651
Expenses......................................... 832 588
--------- ---------
Net Income..................................... $ 83 $ 63
--------- ---------
--------- ---------
</TABLE>

The Company's insurance business operates in three principal segments:
Annuity, Individual Life Insurance, and Employee Benefits as well as a
Guaranteed Investments Contracts segment, which is primarily comprised of
business written prior to 1995. The Company also maintains a Corporate operation
through which it reports items that are not directly allocable to any of its
business segments.

The Annuity segment focuses on the savings and retirement needs of the
growing number of individuals who are preparing for retirement or have already
retired. This segment consists of two areas of operation: Individual Annuity and
Group Annuity. The variety of products sold within this segment reflects the
diverse nature of the market. These include, in the Individual Annuity area,
individual variable annuities, fixed market value adjusted ("MVA") annuities,
and mutual funds; and in the Group Annuity area, deferred compensation and
retirement plan services for municipal governments and corporations, structured
settlement contracts and other special purpose annuity contracts, and investment
management contracts. The Individual Life Insurance segment, which focuses on
the high end estate and business planning markets, sells a variety of life
insurance products, including variable life and universal life insurance. The
Employee Benefits segment consists of two areas of operation: Group Insurance
and Specialty Insurance. Through Group Insurance, the Company offers products
such as group life insurance, group short- and long-term disability and
accidental death and dismemberment. Substantially all of the Group Insurance
business directly written by the Company is ceded to its direct parent, Hartford
Life and Accident Insurance Company. Specialty Insurance primarily consists of
the Company's corporate owned life insurance ("COLI") business. The Guaranteed
Investment Contracts segment consists of guaranteed rate contract ("GRC")
business that is supported by assets held in either the Company's general
account or a guaranteed separate account and includes a closed block of
guaranteed rate contracts ("Closed Book GRC"). The Company decided in 1995,
after a thorough review of its GRC business, that it would significantly de-
emphasize general account GRC, choosing to focus its distribution efforts on
other products sold through other divisions. Management expects no material
income or loss from the Guaranteed Investment Contracts segment in the future.

Revenues increased $264, or 41%, to $915 for the first quarter of 1998 from
$651 for the comparable period in 1997. This was partially due to COLI revenues
which increased $161 due to renewal premium on leveraged COLI and increased fees
associated with variable COLI sales. Excluding COLI, revenues increased $103, or
22%, over the first quarter of 1997. This increase was driven by the Annuity
segment whose revenues increased $101, or 36%, for the first quarter of 1998 as
compared to the first quarter of 1997. This increase was due to higher fee
income earned on growing annuity account values where the average account
<PAGE>
HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES 83
- --------------------------------------------------------------------------------

value grew $18.9 billion, or 37%, to $70.6 billion at March 31, 1998 from $51.7
billion at March 31, 1997 due to market appreciation and new sales. Also,
Individual Life Insurance revenues increased $17, or 15%, for the first quarter
of 1998 as compared to the first quarter of 1997 due to increased cost of
insurance charges and other fee income on the Company's growing block of
variable life business. Partially offsetting the increases discussed above was a
$20 decline in revenues related to Closed Book GRC.

Expenses increased $244, or 41%, to $832 for the first quarter of 1998 from
$588 for the comparable period in 1997. The increase was partially driven by
COLI, whose expenses increased $160 as a result of increased operating expenses
associated with significant renewal premium and variable COLI sales for the
quarter ended March 31, 1998. Excluding COLI, expenses increased $84, or 20%,
over the first quarter of 1997. Annuity expenses grew $81 primarily due to
higher amortization of deferred policy acquisition costs and operating expenses.
Individual Life Insurance expenses increased $15 primarily due to higher
benefits, claims, and claim adjustment expenses, which is consistent with the
growth in this blocks of business. Partially offsetting the increases discussed
above was a $20 decline in expenses related to Closed Book GRC.

Net income increased $20, or 32%, to $83 for the first quarter of 1998 from
$63 for the first quarter of 1997 primarily due to growth in the Annuity and the
Individual Life Insurance segments. Annuity earnings increased $20, or 47%, due
to increasing account values resulting from significant stock market
appreciation and new sales, particularly in Individual Annuity. Individual Life
Insurance earnings increased $2, or 18%, as a result of strong sales and growing
account values. Guaranteed Investment Contracts had no net income in the first
quarter of 1998 or 1997, consistent with management's expectations.

SEGMENT RESULTS

The Company's reporting segments, which reflect the management structure of
the Company, consist of Annuity, Individual Life Insurance, Employee Benefits,
Guaranteed Investment Contracts and a Corporate Operation.

Below is a summary of net income by segment.

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
--------------------
1998 1997
--------- ---------
<S> <C> <C>
Annuity............................................ $63 $43
Individual Life Insurance.......................... 13 11
Employee Benefits.................................. 6 6
Guaranteed Investment Contracts.................... -- --
Corporate Operation................................ 1 3
--- ---
Net Income....................................... $83 $63
--- ---
--- ---
</TABLE>

The sections that follow analyze each segment's results.

ANNUITY

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
--------------------
1998 1997
--------- ---------
<S> <C> <C>
Revenues......................................... $ 381 $ 280
Expenses......................................... 318 237
--------- ---------
Net Income..................................... $ 63 $ 43
--------- ---------
--------- ---------
</TABLE>

Revenues increased $101, or 36%, to $381 as of March 31, 1998 from $280 as
of March 31, 1997. Individual Annuity revenues increased $90, or 50%, over the
first quarter of 1997 primarily due to higher fee income earned on growth in
individual variable annuity account values. Average individual variable annuity
account values grew $16.9 billion, or 51%, to $50.2 billion as of March 31, 1998
from $33.3 billion as of March 31, 1997. This growth was the result of
significant market appreciation as well as strong sales of $2.4 billion in the
first quarter of 1998. Also, Group Annuity revenues increased $11, or 11%, as of
March 31, 1998 as compared to March 31, 1997 due to higher net investment income
resulting from growth in assets under management. Group Annuity average account
values grew $2.0 billion, or 22%, to $11.1 billion as March 31, 1998 from $9.1
billion as of March 31, 1997 due to market appreciation and new deposits.

Expenses increased $81, or 34%, to $318 as of March 31, 1998 from $237 as of
March 31, 1997. Benefits, claims and claim adjustment expenses increased $14
primarily due to increased interest credited on Individual Annuity general
account values, which increased $1.3 billion, or 43%, to $4.2 billion at March
31, 1998 from $2.9 billion at March 31, 1997. Amortization of DPAC increased $20
as prior and current year sales remained strong. Also, other business expenses
increased $37 as a result of the growth in this segment. However, operating
expenses as a percentage of average account value declined from 1997 levels.

Annuity net income increased $20, or 47%, to $63 as of March 31, 1998 from
$43 as of March 31, 1997 as a result of growing average account values discussed
above and operating expense efficiencies.

INDIVIDUAL LIFE INSURANCE

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
--------------------
1998 1997
--------- ---------
<S> <C> <C>
Revenues......................................... $ 128 $ 111
Expenses......................................... 115 100
--------- ---------
Net Income..................................... $ 13 $ 11
--------- ---------
--------- ---------
</TABLE>

<PAGE>
84 HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
- --------------------------------------------------------------------------------

Revenues increased $17, or 15%, to $128 as of March 31, 1998 from $111 as of
March 31, 1997. This increase was primarily due to higher cost of insurance
charges and other fee income earned on the Company's growing block of variable
life insurance. Variable life average account values increased $540, or 84%, to
$1.2 billion as of March 31, 1998 from $640 as of March 31, 1997 due to market
appreciation and strong sales. Variable life product sales constituted 75%, or
$24, of total Individual Life Insurance new sales in the first quarter of 1998,
an increased of $9, or 60%, compared to the same period in 1997.

Expenses increased $15, or 15%, to $115 as of March 31, 1998 from $100 as of
March 31, 1997. This increase was primarily the result of higher benefits,
claims, and claim adjustment expenses of $20 due to the growth in this segment
as well as increased mortality experience in the first quarter of 1998. Net
income increased $2, or 18%, to $13 as of March 31, 1998 from $11 as of March
31, 1997.

EMPLOYEE BENEFITS

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
--------------------
1998 1997
--------- ---------
<S> <C> <C>
Revenues......................................... $ 348 $ 179
Expenses......................................... 342 173
--------- ---------
Net Income..................................... $ 6 $ 6
--------- ---------
--------- ---------
</TABLE>

Revenues increased $169, or 94%, to $348 as of March 31, 1998 from $179 as
of March 31, 1997. This was primarily due to COLI whose revenues increased $161,
or 90%, for the first quarter of 1998 as compared to the first quarter of 1997.
This increase was due to $80 of renewal premium on leveraged COLI as well as
increase in fee income of $78 related to new sales of variable COLI.

Expenses increased $169, or 98%, to $342 as of March 31, 1998 from $173 as
of March 31, 1997. COLI expenses increased $160 primarily due to higher expenses
associated with the first quarter 1998 increased variable COLI sales and
leveraged COLI renewal premium. Net income was consistent with the prior year
results.

GUARANTEED INVESTMENT CONTRACTS

<TABLE>
<CAPTION>
FIRST QUARTER ENDED
MARCH 31,
----------------------
1998 1997
----- -----
<S> <C> <C>
Revenues........................................... $52 $72
Expenses........................................... 52 72
--- ---
Net Income....................................... $-- $--
--- ---
--- ---
</TABLE>

This segment reported no net income for the first quarter of 1998 and 1997
consistent with management's expectations that net income (loss) from Closed
Book GRC in the years subsequent to 1996 will be immaterial based on the
Company's current projections for the performance of the assets and liabilities
associated with Closed Book GRC. However, no assurance can be given that, under
certain unanticipated economic circumstances which result in the Company's
assumptions being proven inaccurate, further losses in respect of Closed Book
GRC will not occur in the future.

ACCOUNTING STANDARDS

For a discussion of accounting standards, see Note 1 of Notes to Condensed
Consolidated Financial Statements.

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits -- See Exhibits Index

(b) Reports on Form 8-K -- None
<PAGE>
87
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
AS OF DECEMBER
31,
-----------------
1997 1996
------- -------
<S> <C> <C>
(IN MILLIONS,
EXCEPT FOR SHARE
DATA)
Assets
Investments
Fixed maturities, available for sale, at fair
value (amortized cost of $13,885 and
$13,579)....................................... $14,176 $13,624
Equity securities, at fair value................ 180 119
Policy loans, at outstanding balance............ 3,756 3,836
Other investments, at cost...................... 47 56
------- -------
Total investments............................. 18,159 17,635
Cash............................................ 54 43
Premiums receivable and agents' balances........ 18 137
Accrued investment income....................... 330 407
Reinsurance recoverables........................ 6,325 6,259
Deferred policy acquisition costs............... 3,315 2,760
Deferred income tax............................. 348 474
Other assets.................................... 352 357
Separate account assets......................... 69,055 49,690
------- -------
Total assets.................................. $97,956 $77,762
------- -------
------- -------

Liabilities
Future policy benefits.......................... $ 3,270 $ 2,474
Other policyholder funds........................ 21,034 22,134
Other liabilities............................... 2,254 1,572
Separate account liabilities.................... 69,055 49,690
------- -------
Total liabilities............................. 95,613 75,870
------- -------

Stockholder's Equity
Common stock -- 1,000 shares authorized, issued
and outstanding, par value $5,690.............. 6 6
Additional paid in capital...................... 1,045 1,045
Net unrealized capital gains on securities, net
of tax......................................... 179 30
Retained earnings............................... 1,113 811
------- -------
Total stockholder's equity.................... 2,343 1,892
------- -------
Total liabilities and stockholder's equity...... $97,956 $77,762
------- -------
------- -------
</TABLE>

See Notes to Consolidated Financial Statements.
<PAGE>
88
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDER'S EQUITY

<TABLE>
<CAPTION>
NET UNREALIZED
CAPITAL GAINS
ADDITIONAL (LOSSES) ON TOTAL
COMMON PAID IN SECURITIES, RETAINED STOCKHOLDER'S
STOCK CAPITAL NET OF TAX EARNINGS EQUITY
------ -------------- --------------- ----------- -------------
<S> <C> <C> <C> <C> <C>
(IN MILLIONS)
Balance, December 31, 1994.............. $6 $ 826 $(654) $ 644 $ 822
Net income............................ -- -- -- 129 129
Capital contribution.................. -- 181 -- -- 181
Change in net unrealized capital gains
(losses) on securities, net of tax... -- -- 597 -- 597
--
------ ------ ----------- ------
Balance, December 31, 1995.............. 6 1,007 (57) 773 1,729
Net income............................ -- -- -- 38 38
Capital contribution.................. -- 38 -- -- 38
Change in net unrealized capital gains
(losses) on securities, net of tax... -- -- 87 -- 87
--
------ ------ ----------- ------
Balance, December 31, 1996.............. 6 1,045 30 811 1,892
Net income............................ -- -- -- 302 302
Change in net unrealized capital gains
(losses) on securities, net of tax... -- -- 149 -- 149
--
------ ------ ----------- ------
Balance, December 31, 1997.............. $6 $1,045 $179 $1,113 $2,343
--
--
------ ------ ----------- ------
------ ------ ----------- ------
</TABLE>

See Notes to Consolidated Financial Statements.
<PAGE>
89
- --------------------------------------------------------------------------------

HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER
31,
------------------------------
1997 1996 1995
-------- -------- --------
(IN MILLIONS)
<S> <C> <C> <C>
Operating Activities
Net income............................ $ 302 $ 38 $ 129
Adjustments to reconcile net income to
cash provided by operating activities
Depreciation and amortization......... 8 14 21
Net realized capital (gains) losses... (4) 213 11
Decrease (increase) in deferred income
taxes................................ 40 (102) (172)
Increase in deferred policy
acquisition costs.................... (555) (572) (379)
Decrease (increase) in premiums
receivable and agents' balances...... 119 10 (81)
Decrease (increase) in accrued
investment income.................... 77 (13) (16)
Decrease (increase) in other assets... 52 (132) (177)
(Increase) decrease in reinsurance
recoverables......................... (416) 179 (35)
Increase (decrease) in liabilities for
future policy benefits............... 796 (92) 483
Increase in other liabilities......... 379 477 281
-------- -------- --------
Cash provided by operating
activities......................... 798 20 65
-------- -------- --------
Investing Activities
Purchases of fixed maturity
investments.......................... (6,231) (5,747) (6,228)
Sales of fixed maturity investments... 4,232 3,459 4,845
Maturities and principal paydowns of
fixed maturity investments........... 2,329 2,693 1,741
Net sales (purchases) of other
investments.......................... 24 (107) (871)
Net (purchases) sales of short-term
investments.......................... (638) 84 (24)
-------- -------- --------
Cash (used for) provided by
investing activities............... (284) 382 (537)
-------- -------- --------
Financing Activities
Capital contribution.................. -- 38 --
Net (disbursements for) receipts from
investment and universal life-type
contracts (charged against) credited
to policyholder accounts............. (503) (443) 498
-------- -------- --------
Cash (used for) provided by
financing activities............... (503) (405) 498
-------- -------- --------
Increase (decrease) in cash........... 11 (3) 26
Cash -- beginning of year............. 43 46 20
-------- -------- --------
Cash -- end of year................... $ 54 $ 43 $ 46
-------- -------- --------
-------- -------- --------
Supplemental Disclosure of Cash Flow
Information:
Net Cash Paid During the Year for:
Income taxes.......................... $ 9 $ 189 $ 162

Noncash Financing Activities:
Capital contribution.................. $ -- $ -- $ 181
-------- -------- --------
-------- -------- --------
</TABLE>

See Notes to Consolidated Financial Statements.
<PAGE>
90 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLAR AMOUNTS IN MILLIONS EXCEPT PER SHARE DATA UNLESS OTHERWISE STATED)

1. ORGANIZATION AND DESCRIPTION OF BUSINESS

These consolidated financial statements include Hartford Life Insurance
Company and its wholly-owned subsidiaries (the "Company"), ITT Hartford Life and
Annuity Insurance Company ("ILA") and ITT Hartford International Life
Reassurance Corporation ("HLRe"), formerly American Skandia Life Reinsurance
Corporation. The Company is a wholly-owned subsidiary of Hartford Life and
Accident Insurance Company ("HLA"), a wholly-owned subsidiary of Hartford Life,
Inc. ("Hartford Life"). Hartford Life is a direct subsidiary of Hartford
Accident and Indemnity Company ("HA&I"), an indirect subsidiary of The Hartford
Financial Services Group, Inc. ("The Hartford"). On February 10, 1997, Hartford
Life filed a registration statement, as amended, with the Securities and
Exchange Commission relating to an Initial Public Offering ("IPO") of the
Hartford Life's Class A Common Stock. Pursuant to the IPO on May 22, 1997,
Hartford Life sold to the public 26 million shares at $28.25 per share and
received net proceeds of $687. Of the proceeds, $527 was used to retire debt
related to Hartford Life's outstanding promissory notes and line of credit with
the remaining $160 contributed by Hartford Life to HLA to support growth in its
core businesses.

On December 19, 1995, ITT Industries, Inc. (formerly ITT Corporation)
("ITT") distributed all the outstanding shares of capital stock of The Hartford
to ITT stockholders of record on such date. As a result, The Hartford became an
independent, publicly traded company.

Along with its parent, the Company is a leading insurance and financial
services company which provides (a) investment products such as individual
variable annuities and fixed market value adjusted annuities, deferred
compensation and retirement plan services and mutual funds for savings and
retirement needs; (b) life insurance for income protection and estate planning;
and (c) employee benefits products such as group life and group disability
insurance and corporate owned life insurance.

2. SIGNIFICANT ACCOUNTING POLICIES

(A) BASIS OF PRESENTATION

These consolidated financial statements present the financial position,
results of operations and cash flows of the Company. All material intercompany
transactions and balances between the Company, its subsidiaries and affiliates
have been eliminated. The consolidated financial statements are prepared on the
basis of generally accepted accounting principles which differ materially from
the statutory accounting practices prescribed by various insurance regulatory
authorities.

The preparation of financial statements, in conformity with generally
accepted accounting principles, requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates. The most
significant estimates include those used in determining deferred policy
acquisition costs and the liability for future policy benefits and other
policyholder funds. Although some variability is inherent in these estimates,
management believes the amounts provided are adequate.

Certain reclassifications have been made to prior year financial information
to conform to the current year presentation.

(B) CHANGES IN ACCOUNTING PRINCIPLES

In December 1997, the American Institute of Certified Public Accountants
("AICPA") issued Statement of Position ("SOP") No. 97-3 "Accounting by Insurance
and Other Enterprises for Insurance Related Assessments". This SOP provides
guidance on accounting by insurance and other enterprises for assessments
related to insurance activities. Specifically, the SOP provides guidance on when
a guaranty fund or other assessment should be recognized, how to measure the
liability, and what information should be disclosed. This SOP will be effective
for fiscal years beginning after December 15, 1998. Adoption of SOP 97-3 is not
expected to have a material impact on the Company's financial condition or
results of operations.

On November 14, 1996, the Emerging Issues Task Force ("EITF") reached a
consensus on Issue No. 96-12, "Recognition of Interest Income and Balance Sheet
Classification of Structured Notes". This EITF issue requires companies to
record income on certain structured securities on a retrospective interest
method. The Company adopted EITF No. 96-12 for structured securities acquired
after November 14, 1996. Adoption of EITF No. 96-12 did not have a material
effect on the Company's financial condition or results of operations.

In June 1996, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 125, "Accounting for
Transfers and Servicing of Financial Assets and Extinguishment of Liabilities"
which is effective for transfers and servicing of financial
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 91
- --------------------------------------------------------------------------------

assets and extinguishments of liabilities occurring after December 31, 1996.
This statement established criteria for determining whether transferred assets
should be accounted for as sales or secured borrowings. Subsequently, in
December 1996, the FASB issued SFAS No. 127, "Deferral of Effective Date of
Certain Provisions of FASB Statement No. 125", which defers the effective date
of certain provisions of SFAS No. 125 for one year. Adoption of SFAS No. 125 is
not expected to have a material effect on the Company's financial condition or
results of operations.

Effective January 1, 1996, the Company adopted SFAS No. 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
Of". This statement establishes accounting standards for the impairment of
long-lived assets, certain identifiable intangibles, and goodwill related to
those assets to be held and used and for long-lived assets and certain
identifiable intangibles to be disposed of. Adoption of SFAS No. 121 did not
have a material effect on the Company's financial condition or results of
operations.

The Company's cash flows were not impacted by these changes in accounting
principles.

Revenues for universal life-type policies and investment products consist of
policy charges for the cost of insurance, policy administration and surrender
charges assessed to policy account balances and are recognized in the period in
which services are provided. Premiums for traditional life insurance and
disability policies are recognized as revenues when they are due from
policyholders.

(D) FUTURE POLICY BENEFITS AND OTHER POLICYHOLDER FUNDS

Liabilities for future policy benefits are computed by the net level premium
method using interest rate assumptions varying from 3% to 11% and withdrawal and
mortality assumptions appropriate at the time the policies were issued. Health
reserves, which are the result of sales of group long-term and short-term
disability, stop loss, Medicare Supplement and individual disability products,
are stated at amounts determined by estimates on individual cases and estimates
of unreported claims based on past experience. Liabilities for universal
life-type and investment contracts are stated at policyholder account values
before surrender charges.

(E) POLICYHOLDER REALIZED CAPITAL GAINS AND LOSSES

Realized capital gains and losses on security transactions associated with
the Company's immediate participation guaranteed contracts are excluded from
revenues and deferred over the expected maturity of the securities, since under
the terms of the contracts the realized gains and losses will be credited to
policyholders in future years as they are entitled to receive them.

(F) INVESTMENTS

The Company's investments in fixed maturities include bonds and commercial
paper which are considered "available for sale" and accordingly are carried at
fair value with the after-tax difference from cost reflected as a component of
Stockholder's Equity designated "Net unrealized capital gains (losses) on
securities, net of tax". Equity securities, which include common and
non-redeemable preferred stocks, are carried at fair values with the after-tax
difference from cost reflected in Stockholder's Equity. Policy loans are carried
at outstanding balance which approximates fair value. Net realized capital gains
and losses, after deducting pension policyholders' share, are reported as a
component of revenue and are determined on a specific identification basis.

The Company's accounting policy for impairment requires recognition of an
other than temporary impairment charge on a security if it is determined that
the Company is unable to recover all amounts due under the contractual
obligations of the security. In addition, for securities expected to be sold, an
other than temporary impairment charge is recognized if the Company does not
expect the fair value of a security to recover to cost or amortized cost prior
to the expected date of sale. Once an impairment charge has been recorded, the
Company then continues to review the other than temporarily impaired securities
for appropriate valuation on an on-going basis.

During 1996, it was determined that certain individual securities within the
investment portfolio supporting the Company's block of guaranteed rate contract
business written prior to 1995 ("Closed Book GRC") could not recover to
amortized cost prior to sale. Therefore, an other than temporary impairment loss
of $88, after-tax, was recorded.

(G) DERIVATIVE INSTRUMENTS

The Company uses a variety of derivative instruments including swaps, caps,
floors, forwards and exchange traded financial futures and options as part of an
overall risk management strategy. These instruments are used as a means of
hedging exposure to price, foreign currency and/ or interest rate risk on
planned investment purchases or existing assets and liabilities. The Company
does not hold or issue derivative instruments for trading purposes. The
Company's accounting for derivative instruments used to manage risk is in
accordance with the concepts established in SFAS No. 80, "Accounting for Futures
Contracts", SFAS No. 52, "Foreign Currency Translation", AICPA SOP 86-2,
"Accounting for Options" and various EITF pronouncements. Written options are
used, in all cases in conjunction with other assets and derivatives, as part of
the Company's asset and liability management strategy. Derivative instruments
are carried at values consistent with the asset or liability being hedged.
Derivative instruments used to hedge fixed maturities or equity securities are
carried at fair value
<PAGE>
92 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

with the after-tax difference from cost reflected in Stockholder's Equity.
Derivative instruments used to hedge other invested assets or liabilities are
carried at cost.

Derivative instruments must be designated at inception as a hedge and
measured for effectiveness both at inception and on an on-going basis. The
Company's minimum correlation threshold for hedge designation is 80%. If
correlation, which is assessed monthly and measured based on a rolling three
month average, falls below 80%, hedge accounting will be terminated. Derivative
instruments used to create a synthetic asset must meet synthetic accounting
criteria including designation at inception and consistency of terms between the
synthetic and the instrument being replicated. Consistent with industry
practice, synthetic instruments are accounted for like the financial instrument
it is intended to replicate. Derivative instruments which fail to meet risk
management criteria, subsequent to acquisition, are marked to market with the
impact reflected in the Consolidated Statements of Income.

Gains or losses on financial futures contracts entered into in anticipation
of the investment of future receipt of product cash flows are deferred and, at
the time of the ultimate investment purchase, reflected as an adjustment to the
cost basis of the purchased asset. Gains or losses on futures used in invested
asset risk management are deferred and adjusted into the cost basis of the
hedged asset when the contract futures are closed, except for futures used in
duration hedging which are deferred and basis adjusted on a quarterly basis. The
basis adjustments are amortized into net investment income over the remaining
asset life.

Open forward commitment contracts are marked to market through Stockholder's
Equity. Such contracts are accounted for at settlement by recording the purchase
of the specified securities at the previously committed price. Gains or losses
resulting from the termination of forward commitment contracts before the
delivery of the securities are recognized immediately in the Consolidated
Statements of Income as a component of net investment income.

The cost of options entered into as part of a risk management strategy are
basis adjusted to the underlying asset or liability and amortized over the
remaining life of the option. Gains or losses on expiration or termination are
adjusted into the basis of the underlying asset or liability and amortized over
the remaining asset life.

Interest rate swaps involve the periodic exchange of payments without the
exchange of underlying principal or notional amounts. Net receipts or payments
are accrued and recognized over the life of the swap agreement as an adjustment
to investment income. Should the swap be terminated, the gain or loss is
adjusted into the basis of the asset or liability and amortized over the
remaining life. Should the hedged asset be sold or liability terminated without
terminating the swap position, any swap gains or losses are immediately
recognized in net investment income. Interest rate swaps purchased in
anticipation of an asset purchase ("anticipatory transaction") are recognized
consistent with the underlying asset components such that the settlement
component is recognized in the Consolidated Statements of Income while the
change in market value is recognized as an unrealized capital gain or loss.

Premiums paid on purchased floor or cap agreements and the premium received
on issued cap or floor agreements (used for risk management) are adjusted into
the basis of the applicable asset and amortized over the asset life. Gains or
losses on termination of such positions are adjusted into the basis of the asset
or liability and amortized over the remaining asset life. Net payments are
recognized as an adjustment to income or basis adjusted and amortized depending
on the specific hedge strategy.

Forward exchange contracts and foreign currency swaps are accounted for in
accordance with SFAS No. 52. Changes in the spot rate of instruments designated
as hedges of the net investment in a foreign subsidiary are reflected in the
cumulative translation adjustments component of Stockholder's Equity. Cash flows
from futures, options, and swaps, accounted for as hedges, are included with the
cash flows of the item being hedged.

(H) SEPARATE ACCOUNTS

The Company maintains separate account assets and liabilities which are
reported at fair value. Separate account assets are segregated from other
investments, and investment income and gains and losses accrue directly to the
policyholders. Separate accounts reflect two categories of risk assumption:
non-guaranteed separate accounts, wherein the policyholder assumes the
investment risk, and guaranteed separate account assets, wherein the Company
contractually guarantees either a minimum return or account value to the
policyholder.

(I) DEFERRED POLICY ACQUISITION COSTS

Policy acquisition costs, which include commissions and certain underwriting
expenses associated with acquiring business, are deferred and amortized over the
estimated lives of the contracts, generally 20 years. Generally, acquisition
costs are deferred and amortized using the retrospective deposit method. Under
the retrospective deposit method, acquisition costs are amortized in proportion
to the present value of expected gross profits from surrender charges,
investment, mortality and expense margins. Actual gross profits can vary from
management's estimates resulting in increases or decreases in the rate of
amortization. Management periodically updates these estimates, when appropriate,
and evaluates the recoverability of the deferred acquisition cost asset. When
appropriate, management revises its assumptions on the estimated gross profits
of these contracts and the cumulative amortization
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 93
- --------------------------------------------------------------------------------

for the books of business are reestimated and adjusted by a cumulative charge or
credit to income.

The Company's other expenses include the following:

<TABLE>
<CAPTION>
1997 1996 1995
--------- --------- ---------
<S> <C> <C> <C>
Commissions........................... $ 976 $ 848 $ 619
Deferred acquisition costs............ (862) (823) (618)
Other................................. 472 402 316
--------- --------- ---------
Total other expenses.............. $ 586 $ 427 $ 317
--------- --------- ---------
--------- --------- ---------
</TABLE>

(J) DIVIDENDS TO POLICYHOLDERS

Certain life insurance policies contain dividend payment provisions that
enable the policyholder to participate in the earnings of the life insurance
subsidiaries of the Company. The participating insurance in force accounted for
55%, 44%, and 41% in 1997, 1996, and 1995, respectively, of total insurance in
force.

3. INITIAL PUBLIC OFFERING

On February 10, 1997, Hartford Life filed a registration statement, as
amended, with the Securities and Exchange Commission, relating to the IPO of
Hartford Life's Class A Common Stock. Pursuant to the IPO on May 22, 1997,
Hartford Life sold to the public 26 million shares at $28.25 per share and
received proceeds, net of offering expenses, of $687. Of the proceeds, $527 was
used to retire debt related to Hartford Life's promissory notes outstanding and
line of credit. The remaining $160 was contributed by Hartford Life to HLA to
support growth in its core businesses. The 26 million shares sold in the
Offering represent approximately 18.6% of the equity ownership in Hartford Life
and approximately 4.4% of the combined voting power of Hartford Life's Class A
and Class B Common Stock. The Hartford owns all of the 114 million outstanding
shares of Class B Common Stock of Hartford Life, representing approximately
81.4% of the equity ownership in Hartford Life and approximately 95.6% of the
combined voting power of Hartford Life's Class A and Class B Common Stock.
Holders of Class A Common Stock generally have identical rights to the holders
of Class B Common Stock except that the holders of Class A Common Stock are
entitled to one vote per share while holders of Class B Common Stock are
entitled to five votes per share on all matters submitted to a vote of Hartford
Life's stockholders.

4. INVESTMENTS AND DERIVATIVE INSTRUMENTS

(A) COMPONENTS OF NET INVESTMENT INCOME

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
-------------------------------
1997 1996 1995
--------- --------- ---------
<S> <C> <C> <C>
Interest income from fixed
maturities......................... $ 932 $ 918 $ 996
Interest income from policy loans... 425 477 342
Income from other investments....... 26 15 1
--------- --------- ---------
Gross investment income............. 1,383 1,410 1,339
Less: Investment expenses........... 15 13 11
--------- --------- ---------
Net investment income............... $ 1,368 $ 1,397 $ 1,328
--------- --------- ---------
--------- --------- ---------
</TABLE>

(B) COMPONENTS OF NET REALIZED CAPITAL GAINS (LOSSES)

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
---------------------------------
1997 1996 1995
----- --------- ---------
<S> <C> <C> <C>
Fixed maturities......................... $ (7) $ (201) $ 23
Equity securities........................ 12 2 (6)
Real estate and other.................... (1) (4) (25)
Less: Increase in liability to
policyholders for realized capital
gains................................... -- (10) (3)
--- --------- ---------
Net realized capital gains (losses) $ 4 $ (213) $ (11)
--- --------- ---------
--- --------- ---------
</TABLE>

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
-------------------------------------
1997 1996 1995
----- ----- -----
<S> <C> <C> <C>
Gross unrealized capital gains.............. $ 14 $ 13 $ 4
Gross unrealized capital losses............. -- (1) (2)
--- --- ---
Net unrealized capital gains................ 14 12 2
Deferred income tax expense................. 5 4 1
--- --- ---
Net unrealized capital gains, net of tax.... 9 8 1
Balance -- beginning of year................ 8 1 (6)
--- --- ---
Net change in unrealized capital gains
(losses) on equity securities.............. $ 1 $ 7 $ 7
--- --- ---
--- --- ---
</TABLE>

<PAGE>
94 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

(D) NET UNREALIZED CAPITAL GAINS (LOSSES) ON FIXED MATURITIES

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
---------------------
1997 1996 1995
----- ----- -----
<S> <C> <C> <C>
Gross unrealized capital gains................................... $ 371 $ 386 $ 529
Gross unrealized capital losses.................................. (80) (341) (569)
Unrealized capital (gains) losses credited to policyholders...... (30) (11) (52)
----- ----- -----
Net unrealized capital gains (losses)............................ 261 34 (92)
Deferred income tax expense (benefit)............................ 91 12 (34)
----- ----- -----
Net unrealized capital gains (losses), net of tax................ 170 22 (58)
Balance -- beginning of year..................................... 22 (58) (648)
----- ----- -----
Net change in unrealized capital gains (losses) on fixed
maturities...................................................... $ 148 $ 80 $ 590
----- ----- -----
----- ----- -----
</TABLE>

(E) FIXED MATURITY INVESTMENTS

<TABLE>
<CAPTION>
AS OF DECEMBER 31, 1997
---------------------------------------------------
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED
COST GAINS LOSSES FAIR VALUE
---------- ----------- ----------- ----------
<S> <C> <C> <C> <C>
U.S. gov't and gov't agencies and authorities
(guaranteed and sponsored)...................................... $ 217 $ 3 $ (1) $ 219
U.S. gov't and gov't agencies and authorities
(guaranteed and sponsored) -- asset backed...................... 1,175 64 (35) 1,204
States, municipalities and political subdivisions................ 211 7 (1) 217
International governments........................................ 376 20 (3) 393
Public utilities................................................. 871 26 (3) 894
All other corporate including international...................... 5,033 200 (25) 5,208
All other corporate -- asset backed.............................. 4,091 41 (8) 4,124
Short-term investments........................................... 1,318 -- -- 1,318
Certificates of deposit.......................................... 593 10 (4) 599
---------- ----- ----- ----------
Total fixed maturities....................................... $13,885 $371 $(80) $14,176
---------- ----- ----- ----------
---------- ----- ----- ----------
</TABLE>

<TABLE>
<CAPTION>
AS OF DECEMBER 31, 1996
---------------------------------------------------
GROSS GROSS
AMORTIZED UNREALIZED UNREALIZED
COST GAINS LOSSES FAIR VALUE
---------- ----------- ----------- ----------
<S> <C> <C> <C> <C>
U.S. gov't and gov't agencies and authorities
(guaranteed and sponsored)...................................... $ 166 $ 12 $ (3) $ 175
U.S. gov't and gov't agencies and authorities
(guaranteed and sponsored) -- asset backed...................... 1,970 161 (128) 2,003
States, municipalities and political subdivisions................ 373 6 (11) 368
International governments........................................ 281 12 (4) 289
Public utilities................................................. 877 12 (8) 881
All other corporate including international...................... 4,656 120 (107) 4,669
All other corporate -- asset backed.............................. 3,601 49 (59) 3,591
Short-term investments........................................... 1,655 14 (21) 1,648
---------- ----- ----------- ----------
Total fixed maturities....................................... $13,579 $386 $(341) $13,624
---------- ----- ----------- ----------
---------- ----- ----------- ----------
</TABLE>

The amortized cost and estimated fair value of fixed maturity investments at
December 31, 1997 by estimated maturity year are shown below. Expected
maturities differ from contractual maturities due to call or prepayment
provisions. Asset backed securities, including MBS and CMO's, are distributed to
maturity year based on the Company's estimates of the rate of future prepayments
of principal over the remaining lives of the securities. These estimates are
developed using prepayment speeds provided in broker consensus data. Such
estimates are derived from prepayment speeds experienced at the interest rate
levels projected for the applicable underlying collateral and can be expected to
vary from actual experience.

MATURITY

<TABLE>
<CAPTION>
AMORTIZED
COST FAIR VALUE
----------- -----------
<S> <C> <C>
One year or less......................... $ 2,838 $ 2,867
Over one year through five years......... 5,528 5,595
Over five years through ten years........ 3,094 3,156
Over ten years........................... 2,425 2,558
----------- -----------
Total................................ $ 13,885 $ 14,176
----------- -----------
----------- -----------
</TABLE>

<PAGE>
HARTFORD LIFE INSURANCE COMPANY 95
- --------------------------------------------------------------------------------

Sales of fixed maturities, excluding short-term fixed maturities, for the
years ended December 31, 1997, 1996 and 1995 resulted in proceeds of $4.2
billion, $3.5 billion and $4.8 billion, gross realized capital gains of $169,
$87 and $91, gross realized capital losses (including writedowns) of $176, $298
and $72, respectively. Sales of equity security investments for the years ended
December 31, 1997, 1996 and 1995 resulted in proceeds of $132, $74 and $64,
gross realized capital gains of $12, $2 and $28 and gross realized capital
losses of $0, $0 and $59, respectively.

(F) CONCENTRATION OF CREDIT RISK

Excluding investments in U.S. government and agencies, the Company has not
invested in the securities of a single issuer in amounts greater than 10% of
stockholder's equity at December 31, 1997.

(G) DERIVATIVE INSTRUMENTS

The Company utilizes a variety of derivative instruments, including swaps,
caps, floors, forwards and exchange traded futures and options, in accordance
with Company policy and in order to achieve one of three Company approved
objectives: to hedge risk arising from interest rate, price or currency exchange
rate volatility; to manage liquidity; or, to control transactions costs. The
Company utilizes derivative instruments to manage market risk through four
principal risk management strategies: hedging anticipated transactions, hedging
liability instruments, hedging invested assets and hedging portfolios of assets
and/or liabilities. The Company does not trade in these instruments for the
express purpose of earning trading profits.
The Company maintains a derivatives counterparty exposure policy which
establishes market-based credit limits, favors long-term financial stability and
creditworthiness, and typically requires credit enhancement/credit risk reducing
agreements. Credit risk is measured as the amount owed to the Company based on
current market conditions and potential payment obligations between the Company
and its counterparties. Credit exposures are quantified weekly and netted, and
collateral is pledged to or held by the Company to the extent the current value
of derivatives exceed exposure policy thresholds.

The Company's derivative program is monitored by an internal compliance unit
and is reviewed by senior management and Hartford Life's Finance Committee.
Notional amounts, which represent the basis upon which pay or receive amounts
are calculated and are not reflective of credit risk, pertaining to derivative
financial instruments (excluding the Company's guaranteed separate account
derivative investments), totaled $6.5 billion and $9.9 billion ($4.6 billion and
$7.4 billion related to the Company's investments, $1.9 billion and $2.5 billion
on the Company's liabilities) at December 31, 1997 and 1996, respectively.

The table below provides a summary of derivative instruments held by the
Company at December 31, 1997 and 1996, segregated by major investment and
liability category:

<TABLE>
<CAPTION>
1997 -- AMOUNT HEDGED (NOTIONAL AMOUNTS)
----------------------------------------------------------------------------------
PURCHASED
CAPS, FOREIGN
TOTAL ISSUED FLOORS INTEREST CURRENCY TOTAL
CARRYING CAPS & AND FUTURES RATE SWAPS NOTIONAL
ASSETS HEDGED VALUE FLOORS OPTIONS (2) SWAPS (3) AMOUNT
- ----------------------------------- -------- -------- ---------- ---------- ---------- -------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Asset backed securities (excluding
inverse floaters and
anticipatory)..................... $ 5,253 $ 500 $ 1,404 $ 28 $ 221 $-- $ 2,153
Inverse floaters (1)............... 75 47 80 -- 25 -- 152
Anticipatory (4)................... -- -- -- -- -- -- --
Other bonds and notes.............. 7,531 462 460 22 1,258 91 2,293
Short-term investments............. 1,317 -- -- -- -- -- --
-------- -------- ---------- --- ---------- --- ----------
Total fixed maturities......... 14,176 1,009 1,944 50 1,504 91 4,598
Equity securities, policy loans and
other investments................. 3,983 -- -- -- -- -- --
-------- -------- ---------- --- ---------- --- ----------
Total investments.............. $ 18,159 $ 1,009 $ 1,944 $ 50 $ 1,504 $91 $ 4,598
Long term debt................. -- -- -- -- -- -- --
Other policy claims............ -- 10 150 -- 1,747 -- 1,907
-------- -------- ---------- --- ---------- --- ----------
Total derivatives -- notional
value........................... $ -- $ 1,019 $ 2,094 $ 50 $ 3,251 $91 $ 6,505
-------- -------- ---------- --- ---------- --- ----------
Total derivatives -- fair value.... $ -- $ (8) $ 23 $ -- $ 19 $(6) $ 28
-------- -------- ---------- --- ---------- --- ----------
-------- -------- ---------- --- ---------- --- ----------
</TABLE>

<PAGE>
96 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
1996 --AMOUNT HEDGED (NOTIONAL AMOUNTS)
--------------------------------------------------------------------------
FOREIGN
TOTAL ISSUED PURCHASED INTEREST CURRENCY TOTAL
CARRYING CAPS & CAPS, FLOORS RATE SWAPS NOTIONAL
ASSETS HEDGED VALUE FLOORS AND OPTIONS FUTURES (2) SWAPS (3) AMOUNT
- ----------------------------------- -------- ------- ------------ ----------- --------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C>
Asset backed securities (excluding
inverse floaters and
anticipatory)..................... $ 5,242 $ 500 $ 2,454 $ -- $ 941 $ -- $3,895
Inverse floaters (1)............... 352 98 856 -- 346 -- 1,300
Anticipatory (4)................... -- -- -- 132 -- -- 132
Other bonds and notes.............. 7,369 425 440 5 1,079 125 2,074
Short-term investments............. 661 -- -- -- -- -- --
-------- ------- ------------ ----- --------- -------- -------
Total fixed maturities......... 13,624 1,023 3,750 137 2,366 125 7,401
Equity securities, policy loans and
other investments................. 4,011 -- -- -- 19 -- 19
-------- ------- ------------ ----- --------- -------- -------
Total investments.............. $ 17,635 $ 1,023 $ 3,750 $ 137 $ 2,385 $ 125 $7,420
Long term debt................. -- -- -- -- -- -- --
Other policy claims............ -- 10 150 -- 2,351 -- 2,511
-------- ------- ------------ ----- --------- -------- -------
Total derivatives -- notional
value......................... $ -- $ 1,033 $ 3,900 $ 137 $ 4,736 $ 125 $9,931
-------- ------- ------------ ----- --------- -------- -------
Total derivatives -- fair
value......................... $ -- $ (10) $ 38 $ -- $ 2 $ (9 ) $ 21
-------- ------- ------------ ----- --------- -------- -------
-------- ------- ------------ ----- --------- -------- -------
</TABLE>

- ---------

(1) Inverse floaters are variations of collateralized mortgage obligations
("CMO's") for which the coupon rates move inversely with an index rate such as
the London interbank offered rate ("LIBOR"). The risk to principal is considered
negligible as the underlying collateral for the securities is guaranteed or
sponsored by government agencies. To address the volatility risk created by the
coupon variability, the Company uses a variety of derivative instruments,
primarily interest rate swaps, caps and floors.

(2) As of December 31, 1997 and 1996, over 44% and 39% , respectively, of
the notional futures contracts expire within one year.

(3) As of December 31, 1997 and 1996, over 16% and 42%, respectively, of
foreign currency swaps expire within one year; the balance matures over the
succeeding 9 years.

(4) Deferred gains and losses on anticipatory transactions are included in
the carrying value of fixed maturities in the Consolidated Balance Sheets. At
the time of the ultimate purchase, they are reflected as a basis adjustment to
the purchased asset. At December 31, 1997, the Company had $0 deferred gains and
losses. At December 31, 1996, the Company had $0.9 in net deferred gains for
futures, interest rate swaps and purchased options of which $2.0 was basis
adjusted in 1997.

The following is a reconciliation of notional amounts by derivative type and
strategy as of December 31, 1997 and 1996:

<TABLE>
<CAPTION>
DECEMBER 31, 1996 MATURITIES/ DECEMBER 31, 1997
NOTIONAL AMOUNT ADDITIONS TERMINATIONS (1) NOTIONAL AMOUNT
----------------- -------- ----------------- -----------------
<S> <C> <C> <C> <C>
BY DERIVATIVE TYPE
Caps......................................... $1,755 $ 14 $ 530 $1,239
Floors....................................... 3,168 28 1,332 1,864
Swaps/Forwards............................... 4,861 941 2,460 3,342
Futures...................................... 137 131 218 50
Options...................................... 10 -- -- 10
------- -------- ------- -------
Total.................................... $9,931 $1,114 $4,540 $6,505
------- -------- ------- -------
BY STRATEGY
Liability.................................... $2,511 $ 191 $ 795 $1,907
Anticipatory................................. 132 4 136 --
Asset........................................ 2,112 739 1,046 1,805
Portfolio.................................... 5,176 180 2,563 2,793
------- -------- ------- -------
Total.................................... $9,931 $1,114 $4,540 $6,505
------- -------- ------- -------
------- -------- ------- -------
</TABLE>

- ---------

(1) During 1997, the Company had no significant gains or losses on terminations
of hedge positions using derivative financial instruments.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 97
- --------------------------------------------------------------------------------

5. FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial Accounting Standards No. 107 "Disclosure about Fair
Value of Financial Instruments" requires disclosure of fair value information of
financial instruments. For certain financial instruments where quoted market
prices are not available, other independent valuation techniques and assumptions
are used. Because considerable judgment is used, these estimates are not
necessarily indicative of amounts that could be realized in a current market
exchange. SFAS No. 107 excludes certain financial instruments from disclosure,
including insurance contracts.

For cash, short-term investments, accounts receivable, policy loans,
mortgage loans and other liabilities, carrying amounts on the Consolidated
Balance Sheets approximate fair value.

Fair value for fixed maturities and marketable equity securities are based
upon quoted market prices. Fair value for securities that are not publicly
traded are analytically determined. These amounts are disclosed in Note 4 of
Notes to Consolidated Financial Statements.

The fair value of derivative financial instruments, including swaps, caps,
floors, futures, options and forward commitments, is determined using a pricing
model which is validated through quarterly comparison to dealer quoted prices.
Amounts are disclosed in Note 4 of Notes to Consolidated Financial Statements.

Fair value for partnerships and trusts are based on external market
valuations from partnership and trust management.

Other policy claims and benefits payable fair value information is
determined by estimating future cash flows, discounted at the current market
rate.

The carrying amount and fair values of the Company's financial instruments
at December 31, 1997 and 1996 were as follows:

<TABLE>
<CAPTION>
1997 1996
------------------ ------------------
CARRYING FAIR CARRYING FAIR
AMOUNT VALUE AMOUNT VALUE
--------- ------- --------- -------
<S> <C> <C> <C> <C>
ASSETS
Fixed maturities..................................... $ 14,176 $14,176 $ 13,624 $13,624
Equity securities.................................... 180 180 119 119
Policy loans......................................... 3,756 3,756 3,836 3,836
Mortgage loans....................................... -- -- 2 2
Investments in partnerships, trusts and other........ 47 91 54 104
LIABILITIES
Other policy benefits................................ $ 11,769 $11,755 $ 11,707 $11,469
</TABLE>

6. SEPARATE ACCOUNTS

The Company maintained separate account assets and liabilities totaling
$69.1 billion and $49.7 billion at December 31, 1997 and 1996, respectively,
which are reported at fair value. Separate account assets are segregated from
other investments and net investment income and net realized capital gains and
losses accrue directly to the policyholder. Separate accounts reflect two
categories of risk assumption: non-guaranteed separate accounts totaling $58.6
billion and $39.4 billion at December 31, 1997 and 1996, respectively, wherein
the policyholder assumes the investment risk, and guaranteed separate accounts
totaling $10.5 and $10.3 billion at December 31, 1997 and 1996, respectively,
wherein the Company contractually guarantees either a minimum return or account
value to the policyholder. Included in the non-guaranteed category were policy
loans totaling $1.9 billion and $2.0 billion at December 31, 1997 and 1996,
respectively. Net investment income (including net realized capital gains and
losses) and interest credited to policyholders on separate account assets are
not reflected in the Consolidated Statements of Income.

Separate account management fees were $699, $538 and $387 in 1997, 1996 and
1995, respectively. The guaranteed separate accounts include fixed market value
adjusted individual annuity and modified guaranteed life insurance. The average
credited interest rate on these contracts was 6.52% at December 31, 1997. The
assets that support these liabilities were comprised of $10.2 billion in fixed
maturities as of December 31, 1997. The portfolios are segregated from other
investments and are managed to minimize liquidity and interest rate risk. In
order to minimize the risk of disintermediation associated with early
withdrawals, fixed MVA annuity and modified guaranteed life insurance contracts
carry a graded surrender charge as well as a market value adjustment. Additional
investment risk is hedged using a variety of derivatives which totaled $119 in
carrying value and $3.0 billion in notional amounts as of December 31, 1997.
<PAGE>
98 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

7. INCOME TAX

Hartford Life and The Hartford have entered into a tax sharing agreement
under which each member in the consolidated U.S. Federal income tax return will
make payments between them such that, with respect to any period, the amount of
taxes to be paid by the Company, subject to certain adjustments, generally will
be determined as though the Company were filing separate Federal, state and
local income tax returns.

As long as The Hartford continues to beneficially own, directly or
indirectly, at least 80% of the combined voting power and 80% of the value of
the outstanding capital stock of Hartford Life, the Company will be included for
Federal income tax purposes in the affiliated group of which The Hartford is the
common parent. To the extent allowed by law, it is the intention of The Hartford
and its subsidiaries to continue to file a single consolidated Federal income
tax return. The Company will continue to remit (receive from) The Hartford a
current income tax provision (benefit) computed in accordance with such tax
sharing agreement. The Company's effective tax rate was 36%, 35% and 32% in
1997, 1996 and 1995, respectively.

Income tax expense is as follows:

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
-------------------------
1997 1996 1995
---- ------ ------
<S> <C> <C> <C>
Current...................................... $119 $ 122 $ 211
Deferred..................................... 48 (102) (149)
---- ------ ------
Income tax expense......................... $167 $ 20 $ 62
---- ------ ------
---- ------ ------
</TABLE>

A reconciliation of the tax provision at the U.S. Federal statutory rate to
the provision for income taxes is as follows:

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
-----------------------------------
1997 1996 1995
--------- ----- -----
<S> <C> <C> <C>
Tax provision at the U.S. Federal statutory
rate...................................... $ 164 $ 20 $ 67
Tax-exempt income.......................... -- -- (3)
Foreign tax credit......................... -- -- (4)
Other...................................... 3 -- 2
--------- --- ---
Total.................................... $ 167 $ 20 $ 62
--------- --- ---
--------- --- ---
</TABLE>

Deferred tax assets include the following at December 31:

<TABLE>
<CAPTION>
1997 1996
--------- ---------
<S> <C> <C>
Tax return deferred acquisition costs............ $ 639 $ 514
Financial statement deferred acquisition costs
and reserves.................................... (366) (242)
Employee benefits................................ 5 8
Net unrealized capital gains on securities....... (96) (16)
Investments and other............................ 166 210
--------- ---------
Total.......................................... $ 348 $ 474
--------- ---------
--------- ---------
</TABLE>

Income taxes paid were $9, $189 and $162 in 1997, 1996 and 1995,
respectively. The Company had a current tax payment of $27 due to The Hartford
at December 31, 1997 and a tax refund due from The Hartford of $72 at December
31, 1996.

Prior to the Tax Reform Act of 1984, the Life Insurance Company Income Tax
Act of 1959 permitted the deferral from taxation of a portion of statutory
income under certain circumstances. In these situations, the deferred income was
accumulated in a "Policyholders' Surplus Account" and will be taxable in the
future only under conditions which management considers to be remote; therefore,
no Federal income taxes have been provided on this deferred income. The balance
for tax return purposes of the Policyholders' Surplus Account as of December 31,
1997 was $37.

8. POSTRETIREMENT BENEFIT AND SAVINGS PLANS

(A) PENSION PLANS

The Company's employees are included in The Hartford's noncontributory
defined benefit pension plans. These plans provide pension benefits that are
based on years of service and the employee's compensation during the last ten
years of employment. The Company's funding policy is to contribute annually an
amount between the minimum funding requirements set forth in the Employee
Retirement Income Security Act of 1974, as amended, and the maximum amount that
can be deducted for U.S. Federal income tax purposes. Generally, pension costs
are funded through the purchase of the Company's group pension contracts. The
cost to the Company was approximately $5, $5 and $2 in 1997, 1996 and 1995,
respectively.

The Company also provides, through The Hartford, certain health care and
life insurance benefits for eligible retired employees. A substantial portion of
the Company's employees may become eligible for these benefits upon retirement.
The Company's contribution for health care benefits will depend on the retiree's
date of retirement and years of service. In addition, the plan has a defined
dollar cap which limits average Company contributions. The Company has prefunded
a portion of the health care and life insurance obligations through trust funds
where such prefunding can be accomplished on a tax effective basis.
Postretirement health care and life insurance benefits expense, allocated by The
Hartford, was immaterial to the results of operations for 1997, 1996 and 1995,
respectively.

The assumed rate in the per capita cost of health care (the health care
trend rate) was 8.5% for 1997, decreasing ratably to 6.0% in the year 2001.
Increasing the health care trend rates by one percent per year would have an
immaterial impact on the accumulated postretirement benefit obligation and the
annual expense. To the extent that the actual experience differs from the
inherent assumptions,
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 99
- --------------------------------------------------------------------------------

the effect will be amortized over the average future service of covered
employees.

(B) INVESTMENT AND SAVINGS PLAN
Substantially all employees of the Company are eligible to participate in The
Hartford's Investment and Savings Plan. Under this plan, designated
contributions, which may be invested in Class A Common Stock of Hartford Life or
certain other investments, are matched, up to 3% of compensation, by the
Company. The cost to the Company for the above-mentioned plans was approximately
$2 in 1997.

9. STOCK COMPENSATION PLANS

During the second quarter of 1997, Hartford Life adopted the 1997 HLI
Incentive Stock Plan (the "Plan"). Under the Plan, options granted may be either
non-qualified options or incentive stock options qualifying under Section 422A
of the Internal Revenue Code. The aggregate number of shares of Class A Common
Stock which may be awarded in any one year shall be subject to an annual limit.
The maximum number of shares of Class A Common Stock which may be granted under
the Plan in each year shall be 1.5% of the total issued and outstanding shares
of Hartford Life Class A Common Stock and treasury stock as reported in the
Annual Report on Hartford Life's Form 10-K for the preceding year plus unused
portions of such limit from prior years. In addition, no more than 5,000,000
shares of Class A Common Stock shall be cumulatively available for awards of
incentive stock options under the Plan, and no more than 20% of the total number
of shares on a cumulative basis shall be available for restricted stock and
performance shares.

All options granted have an exercise price equal to the market price of
Hartford Life's stock on the date of grant and an option's maximum term is ten
years. Certain nonperformance based options become exercisable upon the
attainment of specified market price appreciation of Hartford Life's common
shares or at seven years after the date of grant, while the remaining
nonperformance based options become exercisable over a three year period
commencing with the date of grant.

Also included in the Plan are long term performance awards which become
payable upon the attainment of specific performance goals achieved over a three
year period.

During the second quarter of 1997, Hartford Life established the HLI
Employee Stock Purchase Plan ("ESPP"). Under this plan, eligible employees of
Hartford Life and the Company may purchase Class A Common Stock of Hartford Life
at a 15% discount from the lower of the market price at the beginning or end of
the quarterly offering period. Hartford Life may sell up to 2,700,000 shares of
stock to eligible employees. Hartford Life sold 54,316 shares under the ESPP in
1997.

10. REINSURANCE

The Company cedes insurance to other insurers, including its parent HLA, in
order to limit its maximum loss. Such transfer does not relieve the Company of
its primary liability. The Company also assumes insurance from other insurers.
Failure of reinsurers to honor their obligations could result in losses to the
Company. The Company evaluates the financial condition of its reinsurers and
monitors concentration of credit risk.

Net premiums and other considerations were comprised of the following:

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
-------------------------------------
1997 1996 1995
--------- --------- ---------
<S> <C> <C> <C>
Gross premiums............................... $ 2,164 $ 2,138 $ 1,545
Assumed...................................... 159 190 591
Ceded........................................ (686) (623) (649)
--------- --------- ---------
Net premiums and other considerations...... $ 1,637 $ 1,705 $ 1,487
--------- --------- ---------
--------- --------- ---------
</TABLE>

The Company ceded approximately $76, $100 and $101 of group life premium in
1997, 1996 and 1995, respectively, representing $33.6 billion, $33.3 billion and
$32.3 billion of insurance in force, respectively. The Company ceded $339, $318
and $320 of accident and health premium to HLA in 1997, 1996 and 1995,
respectively. The Company assumed $89, $101 and $103 of premium in 1997, 1996
and 1995, respectively, representing $8.2 billion, $8.5 billion and $8.5 billion
of individual life insurance in force, respectively, from HLA.

Life reinsurance recoveries, which reduce death and other benefits,
approximated $158, $140 and $220 for the years ended December 31, 1997, 1996 and
1995, respectively.

As of December 31, 1997, the Company had reinsurance recoverables of $5.0
billion from Mutual Benefit Life Assurance Corporation ("Mutual Benefit"),
supported by assets in a security trust of $5.0 billion (including policy loans
and accrued interest of $4.5 billion). The risk of Mutual Benefit becoming
insolvent is mitigated by the reinsurance agreement's requirement that the
assets be kept in a security trust with the Company as sole beneficiary. The
Company has no other significant reinsurance-related concentrations of credit
risk.

11. RELATED PARTY TRANSACTIONS

Transactions of the Company with HA&I and its affiliates relate principally
to tax settlements, reinsurance, insurance coverage, rental and service fees,
payment of dividends and capital contributions. In addition, certain affiliated
insurance companies purchased group annuity contracts from the Company to fund
pension costs and claim annuities to settle casualty claims. Substantially all
general insurance expenses related to the Company, including rent and employee
benefit plan expenses, are initially paid by The Hartford. Direct expenses are
allocated to the Company using specific identification, and indirect expenses
are allocated using other applicable methods. Indirect expenses include those
for corporate areas which,
<PAGE>
100 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

depending on type, are allocated based on either a percentage of direct expenses
or on utilization. Indirect expenses allocated to the Company by The Hartford
were $34, $40, and $45 in 1997, 1996 and 1995, respectively. Management believes
that the methods used are reasonable.

The rent paid to Hartford Fire for space occupied by the Company was $7 in
1997, and $3 in 1996 and 1995. The Company expects to pay annual rent of $7 in
1998 and 1999, respectively, $12 in 2000 and 2001, respectively, $13 in 2002 and
$87 thereafter, over the remaining term of the sublease, which expires on
December 31, 2009. Rental expense is recognized over a level basis over the term
of the sublease and amounted to approximately $9 in 1997 and $8 in 1996 and
1995.

12. STATUTORY RESULTS

The domestic insurance subsidiaries of Hartford Life prepare their statutory
financial statements in accordance with accounting practices prescribed by the
State of Connecticut Insurance Department. Prescribed statutory accounting
practices include publications of the National Association of Insurance
Commissioners ("NAIC"), as well as state laws, regulations, and general
administrative rules.

<TABLE>
<CAPTION>
FOR THE YEARS ENDED
DECEMBER 31,
--------------------------
1997 1996 1995
------ ------ ------
<S> <C> <C> <C>
Statutory net income......................... $ 214 $ 144 $ 112
------ ------ ------
Statutory surplus............................ $1,441 $1,207 $1,125
------ ------ ------
------ ------ ------
</TABLE>

A significant percentage of the consolidated statutory surplus is
permanently reinvested or is subject to various state regulatory restrictions
which limit the payment of dividends without prior approval. The total amount of
statutory dividends which may be paid by the insurance subsidiaries of the
Company in 1998 is estimated to be $144.

13. COMMITMENTS AND CONTINGENT LIABILITIES

(A) LITIGATION

(B) GUARANTY FUNDS

Under insurance guaranty fund laws in each state, the District of Columbia
and Puerto Rico, insurers licensed to do business can be assessed by state
insurance guaranty associations for certain obligations of insolvent insurance
companies to policyholders and claimants. Recent regulatory actions against
certain large life insurers encountering financial difficulty have prompted
various state insurance guaranty associations to begin assessing life insurance
companies for the deemed losses. Most of these laws do provide, however, that an
assessment may be excused or deferred if it would threaten an insurer's solvency
and further provide annual limits on such assessments. A large part of the
assessments paid by the Company's insurance subsidiaries pursuant to these laws
may be used as credits for a portion of the Company's insurance subsidiaries'
premium taxes. The Company paid guaranty fund assessments of approximately $15,
$11 and $10 in 1997, 1996 and 1995, respectively, of which $4, $5, and $6 were
estimated to be creditable against premium taxes.

14. BUSINESS SEGMENT INFORMATION

The Company, along with its parent, sells financial products such as fixed
and variable annuities, retirement plan services, and life and disability
insurance on both an individual and a group basis. The Company divides its core
businesses into three segments: Annuity, Individual Life Insurance, and Employee
Benefits. The Company also maintains a Guaranteed Investment Contracts segment,
which is primarily comprised of guaranteed rate contract business written prior
to 1995 and a Corporate Operation. The Annuity segment offers individual
variable annuities and fixed market value adjusted annuities, deferred
compensation and retirement plan services, mutual funds, investment management
services and other financial products. The Individual Life Insurance segment
sells a variety of individual life insurance products, including variable life,
universal life, interest-sensitive whole life, and term life policies. The
Employee Benefits segment sells group insurance products, including group life,
group short and long-term disability and corporate owned life insurance, and
engages in certain international operations. The Guaranteed Investment Contracts
segment sells a limited amount of guaranteed investment contracts and contains
Closed Book GRC. Through its Corporate Operation, the Company reports items that
are not directly allocable to any of its business segments. Included in the
Corporate Operation are unallocated income and expense and certain other items
not directly allocable to any segment. Net realized capital gains and losses are
recognized in the period of realization, but are allocated to the segments
utilizing durations of the segment portfolios.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY 101
- --------------------------------------------------------------------------------

The following table outlines revenues, operating income and assets by
business segment:

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
----------------------------------
1997 1996 1995
-------- -------- --------
<S> <C> <C> <C>
REVENUES
Annuity.............................................. $ 1,269 $ 968 $ 759
Individual Life Insurance............................ 487 440 383
Employee Benefits.................................... 972 1,366 1,273
Guaranteed Investment Contracts...................... 241 34 337
Corporate Operation.................................. 40 81 52
-------- -------- --------
Total revenues..................................... $ 3,009 $ 2,889 $ 2,804
-------- -------- --------
-------- -------- --------
INCOME (LOSS) BEFORE INCOME TAX EXPENSE (BENEFIT)
Annuity.............................................. $ 317 $ 226 $ 171
Individual Life Insurance............................ 85 68 56
Employee Benefits.................................... 53 44 37
Guaranteed Investment Contracts...................... -- (346) (103)
Corporate Operation.................................. 14 66 30
-------- -------- --------
Total income before income tax expense............. $ 469 $ 58 $ 191
-------- -------- --------
-------- -------- --------
ASSETS
Annuity $ 69,152 $ 52,877 $ 39,732
Individual Life Insurance............................ 4,918 3,753 3,173
Employee Benefits.................................... 18,196 14,708 13,494
Guaranteed Investment Contracts...................... 3,347 4,533 6,069
Corporate Operation.................................. 2,343 1,891 1,729
-------- -------- --------
Total assets....................................... $ 97,956 $ 77,762 $ 64,197
-------- -------- --------
-------- -------- --------
</TABLE>

<PAGE>
102 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

SCHEDULE I -- SUMMARY OF INVESTMENTS OTHER THAN INVESTMENTS IN AFFILIATES
AS OF DECEMBER 31, 1997
(IN MILLIONS)

<TABLE>
<CAPTION>
AMOUNT AT
WHICH
FAIR SHOWN ON
TYPE OF INVESTMENT COST VALUE BALANCE SHEET
- --------------------------------------------- ------- ------- --------------
<S> <C> <C> <C>
Fixed Maturities
Bonds and Notes
U. S. gov't and gov't agencies and
authorities (guaranteed and sponsored) $ 217 $ 219 $ 219
U. S. gov't and gov't agencies and
authorities (guaranteed and sponsored) --
asset-backed.............................. 1,175 1,204 1,204
States, municipalities and political
subdivisions.............................. 211 217 217
International governments.................. 376 393 393
Public utilities........................... 871 894 894
All other corporate including
international............................. 5,033 5,208 5,208
All other corporate -- asset-backed........ 4,091 4,124 4,124
Short-term investments..................... 1,318 1,318 1,318
Certificates of deposit...................... 593 599 599
------- ------- -------
Total fixed maturities....................... 13,885 14,176 14,176
------- ------- -------
Equity Securities
Common Stocks
Public utilities........................... -- -- --
Banks, trusts and insurance companies...... -- -- --
Industrial and miscellaneous............... 166 180 180
Nonredeemable preferred stocks............. -- -- --
------- ------- -------
Total equity securities...................... 166 180 180
------- ------- -------
Total fixed maturities and equity
securities.................................. 14,051 14,356 14,356
------- ------- -------
Real Estate.................................. -- -- --
Other Investments
Mortgage loans on real estate.............. -- -- --
Policy loans............................... 3,756 3,756 3,756
Investments in partnerships, trusts and
other..................................... 47 91 47
------- ------- -------
Total other investments...................... 3,803 3,847 3,803
------- ------- -------
Total investments............................ $17,854 $18,203 $18,159
------- ------- -------
------- ------- -------
</TABLE>

<PAGE>
HARTFORD LIFE INSURANCE COMPANY 103
- --------------------------------------------------------------------------------

SCHEDULE III -- SUPPLEMENTARY INSURANCE INFORMATION
FOR THE YEARS ENDED DECEMBER 31, 1997, 1996 AND 1995
(IN MILLIONS)
<TABLE>
<CAPTION>
FUTURE
POLICY
BENEFITS,
UNPAID OTHER
DEFERRED CLAIMS POLICY
POLICY AND CLAIM CLAIMS AND PREMIUMS NET
ACQUISITION ADJUSTMENT BENEFITS AND OTHER INVESTMENT
SEGMENT COSTS EXPENSES PAYABLE CONSIDERATIONS INCOME
- --------------------------------------------- ----------- --------- ---------- --------------- ---------

<S> <C> <C> <C> <C> <C>
1997
Annuity...................................... $2,478 $2,070 $ 6,838 $ 769 $ 500
Individual Life Insurance.................... 837 392 2,182 323 164
Employee Benefits............................ -- 780 9,232 541 431
Guaranteed Investment Contracts.............. -- -- 2,782 2 239
Corporate Operation.......................... -- 28 -- 2 34
----------- --------- ---------- ------ ---------
Consolidated operations...................... $3,315 $3,270 $21,034 $1,637 $1,368
----------- --------- ---------- ------ ---------
----------- --------- ---------- ------ ---------

1996
Annuity...................................... $2,030 $1,526 $ 6,016 $ 535 $ 433
Individual Life Insurance.................... 730 346 2,160 287 153
Employee Benefits............................ -- 574 9,834 881 485
Guaranteed Investment Contracts.............. -- -- 4,124 2 251
Corporate Operation.......................... -- 28 -- -- 75
----------- --------- ---------- ------ ---------
Consolidated operations...................... $2,760 $2,474 $22,134 $1,705 $1,397
----------- --------- ---------- ------ ---------
----------- --------- ---------- ------ ---------

1995
Annuity...................................... $1,561 $1,314 $ 5,661 $ 319 $ 400
Individual Life Insurance.................... 615 706 1,932 246 137
Employee Benefits............................ 12 325 9,285 922 351
Guaranteed Investment Contracts.............. -- 28 5,720 -- 377
Corporate Operation.......................... -- -- -- -- 63
----------- --------- ---------- ------ ---------
Consolidated operations...................... $2,188 $2,373 $22,598 $1,487 $1,328
----------- --------- ---------- ------ ---------
----------- --------- ---------- ------ ---------

NET BENEFITS, AMORTIZATION
REALIZED CLAIMS AND OF DEFERRED
CAPITAL CLAIM POLICY
GAINS ADJUSTMENT ACQUISITION DIVIDENDS TO OTHER
SEGMENT (LOSSES) EXPENSES COSTS POLICYHOLDERS EXPENSES
- --------------------------------------------- ----------- ----------- ------------- ------------- ----------
<S> <C> <C> <C> <C> <C>
1997
Annuity...................................... $ -- $ 445 $250 $ -- $ 257
Individual Life Insurance.................... -- 242 83 -- 77
Employee Benefits............................ -- 425 2 240 252
Guaranteed Investment Contracts.............. -- 232 -- -- 9
Corporate Operation.......................... 4 35 -- -- (9)
----------- ----------- ----- ----- -----
Consolidated operations...................... $ 4 $1,379 $335 $240 $ 586
----------- ----------- ----- ----- -----
----------- ----------- ----- ----- -----
1996
Annuity...................................... $ -- $ 412 $174 $ -- $ 156
Individual Life Insurance.................... -- 245 59 -- 68
Employee Benefits............................ -- 546 -- 635 141
Guaranteed Investment Contracts.............. (219) 332 1 -- 47
Corporate Operation.......................... 6 -- -- -- 15
----------- ----------- ----- ----- -----
Consolidated operations...................... $(213) $1,535 $234 $635 $ 427
----------- ----------- ----- ----- -----
----------- ----------- ----- ----- -----
1995
Annuity...................................... $ -- $ 317 $117 $ -- $ 114
Individual Life Insurance.................... -- 203 70 -- 54
Employee Benefits............................ -- 424 -- 675 137
Guaranteed Investment Contracts.............. -- 453 12 -- 15
Corporate Operation.......................... (11) 25 -- -- (3)
----------- ----------- ----- ----- -----
Consolidated operations...................... $ (11) $1,422 $199 $675 $ 317
----------- ----------- ----- ----- -----
----------- ----------- ----- ----- -----
</TABLE>

<PAGE>
104 HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

SCHEDULE IV -- REINSURANCE
(IN MILLIONS)

<TABLE>
<CAPTION>
CEDED TO ASSUMED FROM PERCENTAGE
GROSS OTHER OTHER NET OF AMOUNT
AMOUNT COMPANIES COMPANIES AMOUNT ASSUMED TO NET
-------- -------------- -------------- -------- ---------------
<S> <C> <C> <C> <C> <C>
For the year ended December 31, 1997
Life insurance in force........................... $245,487 $ 178,771 $ 33,156 $ 99,872 33.2%
Insurance revenues
Life insurance and annuities.................... 1,818 340 157 1,635 9.6%
Accident and health insurance................... 346 346 2 2 100.0%
-------- -------------- ------- --------
Total insurance revenues.......................... $ 2,164 $ 686 $ 159 $ 1,637 9.7%
-------- -------------- ------- --------
-------- -------------- ------- --------
For the year ended December 31, 1996
Life insurance in force......................... $177,094 $ 106,146 $ 31,957 $102,905 31.1%
Insurance revenues
Life insurance and annuities.................... 1,801 298 169 1,672 10.1%
Accident and health insurance................... 337 325 21 33 63.6%
-------- -------------- ------- --------
Total insurance revenues.......................... $ 2,138 $ 623 $ 190 $ 1,705 11.1%
-------- -------------- ------- --------
-------- -------------- ------- --------
For the year ended December 31, 1995
Life insurance in force......................... $182,716 $ 112,774 $ 26,996 $ 96,938 27.8%
Insurance revenues
Life insurance and annuities.................... 1,232 325 574 1,481 38.8%
Accident and health insurance................... 313 324 17 6 283.3%
-------- -------------- ------- --------
Total insurance revenues.......................... $ 1,545 $ 649 $ 591 $ 1,487 39.7%
-------- -------------- ------- --------
-------- -------------- ------- --------
</TABLE>
<PAGE>
The following prospectuses contain information related to all of the funds
offered by the Hartford Funds, Putnam Variable Trust, and Fidelity's Variable
Insurance Products Fund and Variable Insurance Products Fund II. Not all of the
funds are available to Stag Variable Life Artisan Policy Owners. Please review
the Stag Variable Life Artisan product Prospectus for details regarding
available funds. See "Separate Account VL I -- Funds."
<PAGE>

PART II

<PAGE>

CONTENTS OF REGISTRATION STATEMENT

This Registration Statement comprises the following papers and documents:

The facing sheet.

The prospectus consisting of 69 pages.

The undertaking to file reports.

The Rule 484 undertaking.

The signature page.

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

(A1) Resolution of Board of Directors of Hartford Life Insurance Company
("Hartford") authorizing the establishment of the Separate
Account.(1)

(A2) Not applicable.

(A3a) Principal Underwriting Agreement.(1)

(A3b) Form of Selling Agreements.(2)

(A3c) Not applicable.

(A4) Not applicable.

(A5) Form of Flexible Premium Variable Life Insurance Policy.(2)

(A6a) Charter of Hartford.(3)

- --------------------
(1) Incorporated by reference to Post-Effective Amendment No. 3 to the
Registration Statement File No. 33-53692, filed on April 20, 1995.

(2) Incorporated by reference to the Initial Submission, to the
Registration Statement File No. 333-07465, filed on July 2, 1996.

(3) Incorporated by reference to the Initial Submission, to the
Registration Statement File No. 333-07465, filed on April 16, 1997.

<PAGE>

(A6b) Bylaws of Hartford.(1)

(A7) Not applicable.

(A8) Not applicable.

(A9) Not applicable.

(A10) Form of Application for Flexible Premium Variable Life Insurance
Policies.(1)

(A11) Memorandum describing transfer and redemption procedures is
incorporated by reference to Pre-Effective Amendment No. 1 to the
Registration Statement File No. 333-07465, filed on November 4,
1996.

(2) Opinion and Consent of Lynda Godkin, Senior Vice President, General
Counsel and Corporate Secretary.

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

(4) Not applicable.

(5) Opinion and Consent of Ken A. McCullum, FSA, MAAA.

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

(7) Copy of Power of Attorney.

(8) Not applicable

<PAGE>

REPRESENTATION OF REASONABLENESS OF FEES

Hartford Life Insurance Company ("Hartford") hereby represents that the
aggregate fees and charges under the Policy are reasonable in relation to the
services rendered, the expenses expected to be incurred, and the risks assumed
by Hartford.

UNDERTAKING TO FILE REPORTS

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

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

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

2. Hartford undertakes to keep and make available to the Commission upon
request any documents used to support any representation as to the
reasonableness of fees.

UNDERTAKING ON INDEMNIFICATION

Under Section 33-772 of the Connecticut General Statutes, unless limited by its
certificate of incorporation, the Registrant must indemnify a director who was
wholly successful, on the merits or otherwise, in the defense of any proceeding
to which he was a party because he is or was a director of the corporation
against reasonable expenses incurred by him in connection with the proceeding.

The Registrant may indemnify an individual made a party to a proceeding because
he is or was a director against liability incurred in the proceeding if he acted
in good faith and in a manner he reasonably believed to be in or not opposed to
the best interests of the Registrant, and, with respect to any criminal
proceeding, had no reason to believe his conduct was unlawful. Conn. Gen. Stat.
Section 33-771(a). Additionally, pursuant to Conn. Gen. Stat. Section 33-776,
the Registrant may indemnify officers and employees or agents for liability
incurred and for any expenses to which they becomes subject by reason of being
or having been an employees or officers of the Registrant. Connecticut law does
not prescribe standards for the indemnification of officers, employees and
agents and expressly states that their indemnification may be broader than the
right of indemnification granted to directors.

The foregoing statements are specifically made subject to the detailed
provisions of Section 33-770 et seq.

Notwithstanding the fact that Connecticut law obligates the Registrant to
indemnify a only a director that was successful on the merits in a suit, under
Article VIII, Section 1 of the

<PAGE>

Registrant's bylaws, the Registrant must indemnify both directors and officers
of the Registrant for (1) any claims and liabilities to which they become
subject by reason of being or having been a directors or officers of the company
and legal and (2) other expenses incurred in defending against such claims, in
each case, to the extent such is consistent with statutory provisions.

Additionally, the directors and officers of Hartford and Hartford Equity
Sales Company, Inc. ("HESCO") are covered under a directors and officers
liability insurance policy issued to The Hartford Financial Services Group, Inc.
and its subsidiaries. Such policy will reimburse the Registrant for any
payments that it shall make to directors and officers pursuant to law and will,
subject to certain exclusions contained in the policy, further pay any other
costs, charges and expenses and settlements and judgments arising from any
proceeding involving any director or officer of the Registrant in his past or
present capacity as such, and for which he may be liable, except as to any
liabilities arising from acts that are deemed to be uninsurable.

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.

<PAGE>

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it meets all of the requirements for effectiveness of this
Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933
and has duly caused this Registration Statement to be signed on its behalf by
the undersigned thereunto duly authorized, and attested, all in the Town of
Simsbury, and State of Connecticut, on the 20th day of July, 1998.

HARTFORD LIFE INSURANCE COMPANY
SEPARATE ACCOUNT VL I
(Registrant)

By: /s/ GREGORY A. BOYKO
---------------------------------------
Gregory A. Boyko, Senior Vice President,
Chief Financial Officer & Treasurer,
Director

HARTFORD LIFE INSURANCE COMPANY
(Depositor)

By: /s/ GREGORY A. BOYKO
---------------------------------------
Gregory A. Boyko, Senior Vice President,
Chief Financial Officer & Treasurer,
Director

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

Gregory A. Boyko, Senior Vice President,
Chief Financial Officer & Treasurer, Director*
John P. Ginnetti, Executive Vice
President, Director*
Lynda Godkin, Senior Vice President, General
Counsel & Corporate Secretary, Director*
Thomas M. Marra, Executive Vice *By: /s/ Leslie T. Soler
President, Director* ---------------------
Lowndes A. Smith, President, Leslie T. Soler
Chief Operating Officer, Attorney-In-Fact
Director*
Raymond P. Welnicki, Senior Vice Dated: July 20, 1998
President, Director*
Lizabeth H. Zlatkus, Vice President
Director*
David M. Znamierowski, Senior Vice
President, Director*

<PAGE>

EXHIBIT INDEX

(2) Opinion and Consent of Lynda Godkin, Senior Vice President, General
Counsel and Corporate Secretary.

(5) Opinion and Consent of Ken A. McCullum, FSA, MAAA.

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

(7) Copy of Power of Attorney.

<PAGE>

EXHIBIT 2

[LOGO]
HARTFORD LIFE

July 20, 1998 Lynda Godkin
Senior Vice President, General
Counsel & Corporate Secretary
Law Department
Board of Directors
Hartford Life Insurance Company
200 Hopmeadow Street
Simsbury, CT 06089

RE: SEPARATE ACCOUNT VL I
HARTFORD LIFE INSURANCE COMPANY
FILE NO. 333-07465

Dear Sir/Madam:

I have acted as General Counsel to Hartford Life Insurance Company (the
"Company"), a Connecticut insurance company, and Hartford Life Insurance Company
Separate Account VL I (the "Account") in connection with the registration of an
indefinite amount of securities in the form of flexible premium variable life
insurance policies (the "Policies") with the Securities and Exchange Commission
under the Securities Act of 1933, as amended. I have examined such documents
(including the Form S-6 Registration Statement) and reviewed such questions of
law as I considered necessary and appropriate, and on the basis of such
examination and review, it is my opinion that:

1. The Company is a corporation duly organized and validly existing as a stock
life insurance company under the laws of the State of Connecticut and is
duly authorized by the Insurance Department of the State of Connecticut to
issue the Policies.

2. The Account is a duly authorized and validly existing separate account
established pursuant to the provisions of Section 38a-433 of the
Connecticut Statutes.

3. To the extent so provided under the Policies, that portion of the assets of
the Account equal to the reserves and other contract liabilities with
respect to the Account will not be chargeable with liabilities arising out
of any other business that the Company may conduct.

<PAGE>

Board of Directors
Hartford Life Insurance Company
July 20, 1998
Page 2

4. The Policies, when issued as contemplated by the Form S-6 Registration
Statement, will constitute legal, validly issued and binding obligations of
the Company.

I hereby consent to the filing of this opinion as an exhibit to the Form S-6
Registration Statement for the Policies and the Account.

Sincerely,

/s/ Lynda Godkin

Lynda Godkin

<PAGE>

EXHIBIT 5

[LOGO]
Hartford Life

KEN A. McCULLUM, FSA, MAAA
Assistant Vice President
Individual Life Product Development

July 20, 1998

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

Dear Sir:

This opinion is furnished in connection with the Form S-6 Registration Statement
under the Securities Act of 1933, as amended ("Securities Act"), of a certain
flexible premium variable life insurance policy (the "Policy") that will be
offered and sold by Hartford Life Insurance Company and certain units of
interest to be issued in connection with the Policy.

The hypothetical illustrations of the Policy used in the Form S-6 Registration
Statement accurately reflect reasonable estimates of projected performance of
the Policy under the stipulated rates of investment return, the contractual
expense deductions and guaranteed cost-of-insurance rates, and utilizing a
reasonable estimation for expected fund operating expenses.

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

Very truly yours,

/s/Ken A. McCullum

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

<PAGE>

EXHIBIT 6

ARTHUR ANDERSEN LLP

CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS

As independent public accountants, we hereby consent to the use of our reports
(and to all references to our Firm) included in or made a part of this
Registration Statement File No. 333-07465 for Hartford Life
Insurance Company Separate Account VL I on Form S-6.

/s/ Arthur Andersen LLP

Hartford, Connecticut
July 20, 1998

<PAGE>

HARTFORD LIFE INSURANCE COMPANY

POWER OF ATTORNEY
-----------------

Gregory A. Boyko
John P. Ginnetti
Lynda Godkin
Thomas M. Marra
Lowndes A. Smith
Raymond P. Welnicki
Lizabeth H. Zlatkus
David M. Znamierowski

do hereby jointly and severally authorize Lynda Godkin, Marianne O'Doherty,
and Leslie T. Soler to sign as their agent, any Registration Statement,
pre-effective amendment, post-effective amendment and any application for
exemptive relief of the Hartford Life Insurance Company and Hartford Life and
Accident Insurance Company under the Securities Act of 1933 and/or the
Investment Company Act of 1940.

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

/s/ Gregory A. Boyko Dated as of March 16, 1998
- --------------------------------------- --------------------------
Gregory A. Boyko

/s/ John P. Ginnetti Dated as of March 16, 1998
- --------------------------------------- --------------------------
John P. Ginnetti

/s/ Lynda Godkin Dated as of March 16, 1998
- --------------------------------------- --------------------------
Lynda Godkin

/s/ Thomas M. Marra Dated as of March 16, 1998
- --------------------------------------- --------------------------
Thomas M. Marra

/s/ Lowndes A. Smith Dated as of March 16, 1998
- --------------------------------------- --------------------------
Lowndes A. Smith

/s/ Raymond P. Welnicki Dated as of March 16, 1998
- --------------------------------------- --------------------------
Raymond P. Welnicki

/s/ Lizabeth H. Zlatkus Dated as of March 16, 1998
- --------------------------------------- --------------------------
Lizabeth H. Zlatkus

/s/ David M. Znamierowski Dated as of March 16, 1998
- --------------------------------------- --------------------------
David M. Znamierowski