ITT HARTFORD LIFE & ANNUITY INSURANCE CO SEPARATE ACCOUNT ON, 497, 1996-09-04

ITT HARTFORD LIFE & ANNUITY INSURANCE CO SEPARATE ACCOUNT ON
497, 1996-09-04

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<PAGE>
THE DIRECTOR
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT ONE
P.O. BOX 5085
HARTFORD, CONNECTICUT 06102-5085
123
CONTRACT OWNERS 1-800-862-6668 INVESTMENT
REPRESENTATIVES 1-800-862-7155
- --------------
- --------------

This Prospectus describes The Director, an individual and group tax-deferred
variable annuity Contract designed for retirement planning purposes (the
"Contracts").

The Contracts are issued by ITT Hartford Life and Annuity Insurance Company
("ITT Hartford"). Payments for the Contracts will be held in a series of ITT
Hartford Life and Annuity Insurance Company Separate Account One (the "Separate
Account") or in the Fixed Account of ITT Hartford. Allocations to and transfers
to and from the Fixed Account are not permitted in certain states.

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

<TABLE>
<S> <C> <C>
Advisers Fund Sub-Account -- shares of Hartford Advisers Fund, Inc. ("Advisers Fund")
Bond Fund Sub-Account -- shares of Hartford Bond Fund, Inc. ("Bond Fund")
Capital Appreciation Fund, Inc. Sub-Account -- shares of Hartford Capital Appreciation Fund, Inc.
("Capital Appreciation Fund")(formerly "Hartford
Aggressive Growth Fund, Inc.")
Dividend and Growth Fund Sub-Account -- shares of Hartford Dividend and Growth Fund, Inc.
("Dividend and Growth Fund")
Index Fund Sub-Account -- shares of Hartford Index Fund, Inc. ("Index Fund")
International Advisers Fund Sub-Account -- shares of Hartford International Advisers Fund, Inc.
("International Advisers Fund")
International Opportunities Fund Sub-Account -- shares of Hartford International Opportunities Fund, Inc.
("International Opportunities Fund")
Money Market Fund Sub-Account -- shares of HVA Money Market Fund, Inc. ("Money Market
Fund")
Mortgage Securities Fund Sub-Account -- shares of Hartford Mortgage Securities Fund, Inc.
("Mortgage Securities Fund")
Small Company Fund Sub-Account -- shares of Hartford Small Company Fund, Inc. ("Small
Company Fund")
Stock Fund Sub-Account -- shares of Hartford Stock Fund, Inc. ("Stock Fund")
</TABLE>

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This Prospectus sets forth the information concerning the Separate Account and
the Fixed Account, where available, that investors should know before investing.
This Prospectus should be kept for future reference. Additional information
about the Separate Account and the Fixed Account has been filed with the
Securities and Exchange Commission and is available without charge upon request.
To obtain the Statement of Additional Information send a written request to ITT
Hartford Life and Annuity Insurance Company, Attn: Individual Annuity
Operations, P.O. Box 5085, Hartford, Connecticut 06102-5085. The Table of
Contents for the Statement of Additional Information may be found on page of
this Prospectus. The Statement of Additional Information is incorporated by
reference to this Prospectus.
- --------------------------------------------------------------------------------

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

VARIABLE ANNUITY CONTRACTS ARE NOT DEPOSITS OR OBLIGATIONS OF, OR ENDORSED OR
GUARANTEED BY, ANY BANK, NOR ARE THEY FEDERALLY INSURED OR OTHERWISE PROTECTED
BY THE FDIC, THE FEDERAL RESERVE BOARD, OR ANY OTHER AGENCY; THEY ARE SUBJECT TO
INVESTMENT RISKS, INCLUDING POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
- --------------------------------------------------------------------------------

PROSPECTUS DATED: MAY 1, 1996
REVISED EFFECTIVE: AUGUST 9, 1996
STATEMENT OF ADDITIONAL INFORMATION DATED: MAY 1, 1996
<PAGE>
2 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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GLOSSARY OF SPECIAL TERMS

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

ANNUITANT: The person or participant upon whose life the Contract is issued.

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

ANNUITY COMMENCEMENT DATE: The date on which Annuity payments are to commence.
Under group unallocated Contracts, the date for each Participant is determined
by the Contract Owner in accordance with the terms of the Plan. It will always
be the fifteenth of a calendar month.

ANNUITY UNIT: An accounting unit of measure used to calculate the value of
Annuity payments.

BENEFICIARY: The person(s) who receive Contract Values in the event of the
Annuitant's or Contract Owner's death under certain conditions. Under a group
unallocated Contract, the person named by the Participant within the Plan
documents/enrollment forms who is entitled to receive benefits in case of the
death of the Participant.

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

COMMISSION: Securities and Exchange Commission.

CONTINGENT ANNUITANT: The person so designated by the Contract Owner, who upon
the Annuitant's death, prior to the Annuity Commencement Date, becomes the
Annuitant.

CONTRACT ANNIVERSARY: The anniversary of the Contract Date.

CONTRACT OWNER(S): The owner(s) of the Contract, trustee or other entity,
sometimes herein referred to as "you".

CONTRACT VALUE: The aggregate value of any Sub-Account Accumulation Units held
under the Contract plus the value of the Fixed Account.

CONTRACT YEAR: A period of 12 months commencing with the Contract Date or any
anniversary thereof.

FIXED ACCOUNT: Part of the General Account of ITT Hartford to which a Contract
Owner may allocate all or a portion of his Premium Payment or Contract Value.

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

FUNDS: The Funds described commencing on page of this Prospectus and any
additional Funds which may be made available from time to time.

GENERAL ACCOUNT: The General Account of ITT Hartford which consists of all
assets of ITT Hartford other than those allocated to the separate accounts of
ITT Hartford.

HOME OFFICE OF THE COMPANY: Currently located at 200 Hopmeadow Street, Simsbury,
Connecticut 06089, for all variable annuity Contracts. All correspondence
concerning this Contract should be sent to P.O. Box 5085, Hartford, Connecticut
06102-5085, Attn: Individual Annuity Operations.

ITT HARTFORD: ITT Hartford Life and Annuity Insurance Company.

MINIMUM DEATH BENEFIT: The minimum amount payable upon the death of a Contract
Owner, Annuitant or Participant, in the case of group Contracts prior to age 85
and before annuity payments have commenced.

NON-QUALIFIED CONTRACT: A Contract which is not classified as a tax-qualified
retirement plan using pre-tax dollars under Internal Revenue Code.

PARTICIPANT: (FOR GROUP UNALLOCATED CONTRACTS ONLY) -- Any eligible employee of
an Employer/Contract Owner participating in the Plan.

PLAN: A voluntary Plan of an employer which qualifies for special tax treatment
under a Section of the Internal Revenue Code.

PREMIUM PAYMENT: The payment made to ITT Hartford pursuant to the terms of the
Contract.

PREMIUM TAX: A tax on premiums charged by a state or municipality on Premium
Payments or Contract Values.

QUALIFIED CONTRACT: A Contract which qualifies as a tax-qualified retirement
plan using pre-tax dollars under the Internal Revenue Code, such as an employer
sponsored Section401(k) on an Individual Retirement Annuity (IRA).

SEPARATE ACCOUNT: The ITT Hartford separate account entitled "ITT Hartford Life
and Annuity Insurance Company Separate Account One".

SPECIFIED CONTRACT ANNIVERSARY: Every seventh Contract Anniversary (i.e., the
7th, 14th, 21st, etc. Contract Anniversaries).

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

TERMINATION VALUE: The Contract Value upon termination of the Contract prior to
the Annuity Commencement Date, less any applicable Premium Taxes, the Annual
Maintenance Fee and any applicable contingent deferred sales charges.

UNALLOCATED CONTRACTS: Contracts issued to employers, or other entity, as
Contract Owner under which no allocation
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 3
- --------------------------------------------------------------------------------

of Contract Values is made for a specific Participant. The Plans will be
responsible for the individual allocations.

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

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

VARIABLE ANNUITY: An Annuity providing for payments varying in amount in
accordance with the investment experience of the assets of the Separate Account.
<PAGE>
4 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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TABLE OF CONTENTS

<TABLE>
<CAPTION>
PAGE
----
<S> <C>
GLOSSARY OF SPECIAL TERMS............................................... 2
FEE TABLE............................................................... 5
ACCUMULATION UNIT VALUES................................................ 8
SUMMARY................................................................. 9
PERFORMANCE RELATED INFORMATION......................................... 10
INTRODUCTION............................................................ 11
THE CONTRACT, SEPARATE ACCOUNT ONE AND THE FIXED ACCOUNT................ 11
What are the Contracts?............................................... 11
Who can buy these Contracts?.......................................... 12
What is the Separate Account and how does it operate?................. 12
What is the Fixed Account and how does it operate?.................... 13
May I transfer assets between Sub-Accounts?........................... 13
May I transfer assets between the Fixed Account and the
Sub-Accounts?........................................................ 14
OPERATION OF THE CONTRACT............................................... 14
How is my Premium Payment credited?................................... 14
What size Premium Payments must I make?............................... 14
What if I am not satisfied with my purchase?.......................... 14
May I assign or transfer my Contract?................................. 15
How do I know what my Contract is worth?.............................. 15
How is the Accumulation Unit value determined?........................ 15
How are the underlying Fund shares valued?............................ 15
How is the value of the Fixed Account determined?..................... 15
PAYMENT OF BENEFIT...................................................... 15
What would my Beneficiary receive as a death benefit?................. 15
How can a Contract be redeemed or surrendered?........................ 16
Can payment of a redemption, surrender or death benefit ever postponed
beyond the seven day period?......................................... 17
May I surrender once Annuity payments have started?................... 17
What are my Annuity benefits?......................................... 17
What Annuity Commencement Date and Form of Annuity may I elect?.......
What is the minimum amount that I may select for an Annuity
payment?.............................................................
What are the available Annuity options under the Contracts?...........
How are Annuity payments determined?.................................. 18
CHARGES UNDER THE CONTRACTS............................................. 20
How are the sales charges under the Contracts made?................... 20
Is there ever a time when the sales charges do not apply?............. 20
What do the sales charges cover?...................................... 20
What is the mortality and expense risk charge?........................ 20
Are there any administrative charges?................................. 21
How much are the deductions for Premium Taxes?........................ 21
ITT HARTFORD LIFE AND ANNUITY COMPANY AND THE FUNDS..................... 21
What is ITT Hartford?................................................. 21
What are the Funds?................................................... 22
All Funds............................................................. 23
Does ITT Hartford have any interest in the Funds?..................... 23
FEDERAL TAX CONSIDERATIONS.............................................. 23
What are some of the federal tax consequences which affect these
Contracts?........................................................... 23
Annuity Purchases by Nonresident Aliens and Foreign Corporations...... 27
MISCELLANEOUS........................................................... 27
What are my voting rights?............................................ 27
Will other Contracts be participating in the Separate Account?........ 28
How are the Contracts sold?........................................... 28
Who is the custodian of the Separate Account's assets?................ 28
Are there any material legal proceedings affecting the Separate
Account?............................................................. 28
Who has passed on the legal matters affecting the Separate Account?...
Are you relying on any experts as to any portion of this
Prospectus?.......................................................... 28
How may I get additional information?................................. 28
APPENDIX I -- INFORMATION REGARDING TAX QUALIFIED PLANS................. 29
TABLE OF CONTENTS FOR STATEMENT OF ADDITIONAL INFORMATION............... 32
</TABLE>
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 5
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FEE TABLE
SUMMARY

Contract Owner Transaction Expenses
(All Sub-Accounts)

<TABLE>
<S> <C>
Sales Load Imposed on Purchases (as a percentage of premium
payments)...................................................... None
Exchange Fee...................................................... $ 0
Deferred Sales Load (as a percentage of amounts withdrawn)
First Year (1)................................................ 7%
Second Year................................................... 6%
Third Year.................................................... 5%
Fourth Year................................................... 4%
Fifth Year.................................................... 3%
Sixth Year.................................................... 2%
Seventh Year.................................................. 1%
Eighth Year................................................... 0%
Annual Contract Fee (2)........................................... $ 25(2)
Annual Expenses-Separate Account (as percentage of average account
value)
Mortality and Expense Risk.................................... 1.250%
</TABLE>

Annual Fund Operating Expenses
(as percentage of net assets)

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT OTHER OPERATING
FEES EXPENSES EXPENSES
---------- -------- ----------
<S> <C> <C> <C>
Hartford Bond Fund.............................. 0.497% 0.028% 0.525%
Hartford Stock Fund............................. 0.455% 0.020% 0.475%
HVA Money Market Fund........................... 0.421% 0.025% 0.446%
Hartford Advisers Fund.......................... 0.625% 0.021% 0.646%
Hartford Capital Appreciation Fund.............. 0.655% 0.021% 0.676%
Hartford Mortgage Securities Fund............... 0.425% 0.041% 0.466%
Hartford Index Fund............................. 0.375% 0.014% 0.389%
Hartford International Opportunities Fund....... 0.713% 0.147% 0.860%
Hartford Dividend & Growth Fund................. 0.750% 0.023% 0.773%
Hartford International Advisers Fund (3)........ 0.750% 0.479% 1.229%
Hartford Small Company Fund (4)................. 0.520% 0.150% 0.670%
</TABLE>

EXAMPLE

<TABLE>
<CAPTION>
If you surrender your contract If you annuitize at the end of If you do not surrender your
at the end of the applicable the applicable time period: You contract: You would pay the
time period: You would pay the would pay the following following expenses on a $1,000
following expenses on a $1,000 expenses on a $1,000 investment, assuming a 5%
investment, assuming a 5% investment, assuming a 5% annual return on assets:
annual return on assets: annual return on assets:
SUB-ACCOUNT 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Hartford Bond Fund........... $ 89 $ 108 $ 130 $ 217 $ 18 $ 58 $ 99 $ 216 $ 19 $ 58 $ 100 $ 217
Hartford Stock Fund.......... 88 107 127 211 18 56 97 211 18 57 97 211
HVA Money Market Fund........ 88 106 126 208 17 55 95 207 18 56 96 208
Hartford Advisers Fund....... 90 112 136 230 19 61 106 229 20 62 106 230
Hartford Capital Appreciation
Fund....................... 90 113 138 233 20 62 107 232 20 63 108 233
Hartford Mortgage Securities
Fund....................... 88 106 127 210 18 56 96 210 18 56 97 210
Hartford Index Fund.......... 87 104 123 202 17 53 92 201 17 54 93 202
Hartford International
Opportunities Fund......... 92 119 148 252 22 68 117 252 22 69 118 252
Hartford Dividend & Growth
Fund....................... 91 116 143 243 21 65 112 242 21 66 113 243
Hartford International
Advisers Fund.............. 96 130 167 290 25 79 136 289 26 80 137 290
Hartford Small Company Fund
(5)........................ 81 113 N/A N/A 20 62 N/A N/A 21 83 N/A N/A
</TABLE>

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

This EXAMPLE should not be considered a representation of past or future
expenses and actual expenses may be greater or less than those shown.
<PAGE>
6 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

FEE TABLE
SUMMARY

Contract Owner Transaction Expenses
(All Sub-Accounts)

<TABLE>
<S> <C>
Sales Load Imposed on Purchases (as a percentage of premium
payments)...................................................... None
Exchange Fee...................................................... $ 0
Deferred Sales Load (as a percentage of amounts withdrawn)
First Year (1)................................................ 6%
Second Year................................................... 6%
Third Year.................................................... 6%
Fourth Year................................................... 6%
Fifth Year.................................................... 5%
Sixth Year.................................................... 4%
Seventh Year.................................................. 0%
Annual Contract Fee (2)........................................... $ 25(2)
Annual Expenses-Separate Account (as percentage of average account
value)
Mortality and Expense Risk.................................... 1.250%
</TABLE>

Annual Fund Operating Expenses
(as percentage of net assets)

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT OTHER OPERATING
FEES EXPENSES EXPENSES
---------- -------- ----------
<S> <C> <C> <C>
Hartford Bond Fund.............................. 0.497% 0.028% 0.525%
Hartford Stock Fund............................. 0.455% 0.020% 0.475%
HVA Money Market Fund........................... 0.421% 0.025% 0.446%
Hartford Advisers Fund.......................... 0.625% 0.021% 0.646%
Hartford U.S. Government Money Market Fund...... 0.425% 0.141% 0.566%
Hartford Capital Appreciation Fund.............. 0.655% 0.021% 0.676%
Hartford Mortgage Securities Fund............... 0.425% 0.041% 0.466%
Hartford Index Fund............................. 0.375% 0.014% 0.389%
Hartford International Opportunities Fund....... 0.713% 0.147% 0.860%
Hartford Dividend & Growth Fund................. 0.750% 0.023% 0.773%
Hartford International Advisers Fund (3)........ 0.750% 0.479% 1.229%
Hartford Small Company Fund (4)................. 0.520% 0.150% 0.670%
</TABLE>

EXAMPLE

SUB-ACCOUNT 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Hartford Bond Fund........... $ 79 $ 118 $ 150 $ 217 $ 18 $ 58 $ 99 $ 216 $ 19 $ 58 $ 100 $ 217
Hartford Stock Fund.......... 78 117 147 211 18 56 97 211 18 57 97 211
HVA Money Market Fund........ 78 116 146 208 17 55 95 207 18 56 96 208
Hartford Advisers Fund....... 80 122 156 230 19 61 106 229 20 62 106 230
Hartford U.S. Government
Money Market Fund.......... 79 119 152 221 19 59 102 220 19 59 102 221
Hartford Capital Appreciation
Fund....................... 80 123 158 233 20 62 107 232 20 63 108 233
Hartford Mortgage Securities
Fund....................... 78 116 147 210 18 56 96 210 18 56 97 210
Hartford Index Fund.......... 77 114 143 202 17 53 92 201 17 54 93 202
Hartford International
Opportunities Fund......... 82 129 168 252 22 68 117 252 22 69 118 252
Hartford Dividend & Growth
Fund....................... 81 126 163 243 21 65 112 242 21 66 113 243
Hartford International
Advisers Fund.............. 86 140 187 290 25 79 136 289 26 80 137 290
Hartford Small Company Fund
(5)........................ 81 113 N/A N/A 20 62 N/A N/A 21 83 N/A N/A
</TABLE>

This EXAMPLE should not be considered a representation of past or future
expenses and actual expenses may be greater or less than those shown.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 7
- --------------------------------------------------------------------------------

FEE TABLE
SUMMARY

Contract Owner Transaction Expenses
(All Sub-Accounts)

<TABLE>
<S> <C>
Sales Load Imposed on Purchases (as a percentage of premium
payments)...................................................... None
Exchange Fee...................................................... $ 0
Deferred Sales Load (as a percentage of amounts withdrawn)
First Year (1)................................................ 5%
Second Year................................................... 5%
Third Year.................................................... 4%
Fourth Year................................................... 3%
Fifth Year.................................................... 2%
Sixth Year.................................................... 0%
Annual Contract Fee (2)........................................... $ 25(2)
Annual Expenses-Separate Account (as percentage of average account
value)
Mortality and Expense Risk.................................... 1.250%
</TABLE>

Annual Fund Operating Expenses
(as percentage of net assets)

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT OTHER OPERATING
FEES EXPENSES EXPENSES
---------- -------- ----------
<S> <C> <C> <C>
Hartford Bond Fund.............................. 0.497% 0.028% 0.525%
Hartford Stock Fund............................. 0.455% 0.020% 0.475%
HVA Money Market Fund........................... 0.421% 0.025% 0.446%
Hartford Advisers Fund.......................... 0.625% 0.021% 0.646%
Hartford U.S. Government Money Market Fund...... 0.425% 0.141% 0.566%
Hartford Capital Appreciation Fund.............. 0.655% 0.021% 0.676%
Hartford Mortgage Securities Fund............... 0.425% 0.041% 0.466%
Hartford Index Fund............................. 0.375% 0.014% 0.389%
Hartford International Opportunities Fund....... 0.713% 0.147% 0.860%
Hartford Dividend & Growth Fund................. 0.750% 0.023% 0.773%
Hartford International Advisers Fund (3)........ 0.750% 0.479% 1.229%
Hartford Small Company Fund (4)................. 0.520% 0.150% 0.670%
</TABLE>

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

(1) Length of time from premium payment.
(2) The Annual Contract Fee is a single $25 charge on a Contract. It is deducted
proportionally from the investment options in use at the time of the charge.
Pursuant to requirements of the 1940 Act, the Annual Contract Fee has been
reflected in the Examples by a method intended to show the "average" impact
of the Annual Contract Fee on an investment in the Separate Account. The
Annual Contract Fee is deducted only when the accumulated value is $50,000
or less. In the Example, the Annual Contract Fee is approximated as a 0.06%
annual asset charge based on the experience of the Contracts.
(3) In 1995, a portion of the International Advisers Fund management fees were
waived. With this waiver, the 1995 total fund operating expenses ratio was
.650%. Due to asset growth, no management fee waiver is needed in 1996.
(4) Small Company Fund is a new Fund: operating expenses are based on annualized
estimates of such expenses to be incurred in the current fiscal year. HIMCO
has agreed to waive its fees for the Small Company Fund until the assets of
this Fund (excluding assets contributed by companies affiliated with HIMCO)
first reach $20 million. Without this waiver, the investment advisory fee
would be .575% annually, total operating expense without the waiver would be
.90% annually.
(5) The Securities and Exchange Commission requires only 1 and 3 years since
this an estimate of expenses incurred.

EXAMPLE

<TABLE>
<CAPTION>
If you surrender your contract If you annuitize at the end of If you do not surrender your
at the end of the applicable the applicable time period: You contract: You would pay the
time period: You would pay the would pay the following following expenses on a $1,000
following expenses on a $1,000 expenses on a $1,000 investment, assuming a 5%
investment, assuming a 5% investment, assuming a 5% annual return on assets:
annual return on assets: annual return on assets:
SUB-ACCOUNT 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS 1 YEAR 3 YEARS 5 YEARS 10 YEARS
------ ------- ------- -------- ------ ------- ------- -------- ------ ------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Hartford Bond Fund........... $ 69 $ 98 $ 120 $ 217 $ 18 $ 58 $ 99 $ 216 $ 19 $ 58 $ 100 $ 217
Hartford Stock Fund.......... 68 97 117 211 18 56 97 211 18 57 97 211
HVA Money Market Fund........ 68 96 116 208 17 55 95 207 18 56 96 208
Hartford Advisers Fund....... 70 102 126 230 19 61 106 229 20 62 106 230
Hartford U.S. Government
Money Market Fund.......... 69 99 122 221 19 59 102 220 19 59 102 221
Hartford Capital Appreciation
Fund....................... 70 103 128 233 20 62 107 232 20 63 108 233
Hartford Mortgage Securities
Fund....................... 68 96 117 210 18 56 96 210 18 56 97 210
Hartford Index Fund.......... 67 94 113 202 17 53 92 201 17 54 93 202
Hartford International
Opportunities Fund......... 72 109 138 252 22 68 117 252 22 69 118 252
Hartford Dividend & Growth
Fund....................... 71 106 133 243 21 65 112 242 21 66 113 243
Hartford International
Advisers Fund.............. 76 120 157 290 25 79 136 289 26 80 137 290
Hartford Small Company Fund
(5)........................ 81 113 N/A N/A 20 62 N/A N/A 21 83 N/A N/A
</TABLE>

This EXAMPLE should not be considered a representation of past or future
expenses and actual expenses may be greater or less than those shown.
<PAGE>
8 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

ACCUMULATION UNIT VALUES
(FOR AN ACCUMULATION UNIT OUTSTANDING THROUGHOUT THE PERIOD)

The following information insofar as it relates to the period ended December
31, 1995, has been examined by Arthur Andersen LLP, independent public
accountants, whose report thereon is included in the Statement of Additional
Information, which is incorporated by reference to this Prospectus.

<TABLE>
<CAPTION>
1995 1994 1993 1992 1991 1990 1989 1988 1987 1986
-------- -------- -------- -------- -------- -------- -------- -------- -------- --------
BOND FUND SUB-ACCOUNT
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Accumulation unit value at beginning of
period................................ $ 1.607 $ 1.694 $ 1.556 $ 1.493 $ 1.298 $ 1.212 $ 1.095 $ 1.031 $ 1.044 $ 1.000
Accumulation unit value at end of
period................................ $ 1.880 $ 1.607 $ 1.694 $ 1.556 $ 1.493 $ 1.298 $ 1.212 $ 1.095 $ 1.031 $ 1.044
Number accumulation units outstanding at
end of period (in thousands).......... 99,377 85,397 79,080 41,204 25,267 14,753 9,267 5,786 3,586 802
STOCK FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 2.180 $ 2.250 $ 1.993 $ 1.834 $ 1.490 $ 1.569 $ 1.261 $ 1.073 $ 1.031 $ 1.000
Accumulation unit value at end of
period................................ $ 2.887 $ 2.180 $ 2.250 $ 1.993 $ 1.834 $ 1.490 $ 1.569 $ 1.261 $ 1.073 $ 1.031
Number accumulation units outstanding at
end of period (in thousands).......... 285,640 248,563 203,873 121,100 72,780 31,149 30,096 9,158 9,229 1,250
MONEY MARKET FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.462 $ 1.424 $ 1.401 $ 1.369 $ 1.307 $ 1.225 $ 1.136 $ 1.071 $ 1.019 $ 1.000
Accumulation unit value at end of
period................................ $ 1.528 $ 1.462 $ 1.424 $ 1.401 $ 1.369 $ 1.307 $ 1.225 $ 1.136 $ 1.071 $ 1.019
Number accumulation units outstanding at
end of period (in thousands).......... 102,635 138,396 102,328 78,664 60,774 67,059 28,291 29,043 11,633 243
ADVISERS FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.991 $ 2.072 $ 1.870 $ 1.748 $ 1.470 $ 1.470 $ 1.223 $ 1.085 $ 1.036 $ 1.000
Accumulation unit value at end of
period................................ $ 2.523 $ 1.991 $ 2.072 $ 1.870 $ 1.748 $ 1.470 $ 1.470 $ 1.223 $ 1.085 $ 1.036
Number accumulation units outstanding at
end of period (in thousands).......... 888,803 858,014 688,865 295,865 166,408 101,758 79,738 56,584 56,332 9,405
U.S. GOVERNMENT MONEY MARKET FUND
SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.409 $ 1.376 $ 1.357 $ 1.331 $ 1.276 $ 1.202 $ 1.122 $ 1.062 $ 1.018 $ 1.000
Accumulation unit value at end of
period................................ $ 1.468 $ 1.409 $ 1.376 $ 1.357 $ 1.331 $ 1.276 $ 1.202 $ 1.122 $ 1.062 $ 1.018
Number accumulation units outstanding at
end of period (in thousands).......... 48 48 52 161 213 243 297 281 187 10
CAPITAL APPRECIATION FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 2.615 $ 2.583 $ 2.165 $ 1.874 $ 1.231 $ 1.400 $ 1.142 $ 0.916 $ 0.969 $ 1.000
Accumulation unit value at end of
period................................ $ 3.364 $ 2.615 $ 2.583 $ 2.165 $ 1.874 $ 1.231 $ 1.400 $ 1.142 $ 0.916 $ 0.969
Number accumulation units outstanding at
end of period (in thousands).......... 292,671 220,936 160,934 75,653 39,031 10,501 8,041 3,606 2,989 431
MORTGAGE SECURITIES FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.637 $ 1.685 $ 1.604 $ 1.552 $ 1.370 $ 1.264 $ 1.132 $ 1.057 $ 1.043 $ 1.000
Accumulation unit value at end of
period................................ $ 1.878 $ 1.637 $ 1.685 $ 1.604 $ 1.552 $ 1.370 $ 1.264 $ 1.132 $ 1.057 $ 1.043
Number accumulation units outstanding at
end of period (in thousands).......... 101,881 112,417 138,666 98,494 46,464 18,632 12,248 11,061 9,397 3,773
INDEX FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.750 $ 1.755 $ 1.629 $ 1.544 $ 1.207 $ 1.274 $ 0.989 $ 0.862 $ 1.000(b) --
Accumulation unit value at end of
period................................ $ 2.359 $ 1.750 $ 1.755 $ 1.629 $ 1.544 $ 1.207 $ 1.274 $ 0.989 $ 0.862 --
Number accumulation units outstanding at
end of period (in thousands).......... 65,954 50,799 46,504 29,723 15,975 10,015 6,306 2,868 1,758 --
INTERNATIONAL OPPORTUNITIES FUND
SUB-ACCOUNT
Accumulation unit value at end of
period................................ $ 1.181 $ 1.220 $ 0.924 $ 0.979 $ 0.877 $ 1.000(c) -- -- -- --
Accumulation unit value at end of
period................................ $ 1.329 $ 1.181 $ 1.220 $ 0.924 $ 0.979 $ 0.877 -- -- -- --
Number accumulation units outstanding at
end of period (in thousands).......... 238,086 246,259 132,795 32,597 13,109 2,892 -- -- -- --
DIVIDEND & GROWTH FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.009 $ 1.000(d)
Accumulation unit value at end of
period................................ $ 1.359 $ 1.009
Number accumulation units outstanding at
end of period (in thousands).......... 83,506 21,146
INTERNATIONAL ADVISERS FUND SUB-ACCOUNT
Accumulation unit value at beginning of
period................................ $ 1.000(e)
Accumulation unit value at end of
period................................ $ 1.146
Number accumulation units outstanding at
end of period (in thousands).......... 6,577
</TABLE>

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(a) Inception date August 1, 1986.
(b) Inception date May 1, 1987.
(c) Inception date July 2, 1990.
(d) Inception date March 8, 1994.
(e) Inception date March 1, 1995.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 9
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SUMMARY
A. CONTRACTS OFFERED

Individual and group tax-deferred Variable Annuity Contracts (see "C.
Taxation of Annuities in General," page ). Generally, the Contracts are
purchased by completing an application or an order to purchase a Contract and
submitting it, along with the initial Premium Payment, to ITT Hartford for its
approval. A Contract Owner may at any time, within 10 days of delivery of a
Contract sold hereunder, return the Contract to ITT Hartford at its Home Office
and the value of the Contract (without deduction for any charges normally
assessed thereunder) will be refunded. The Contract Owner bears the investment
risk during the period prior to the Company's receipt of request for
cancellation except for Contract Owners in Georgia, North Carolina, South
Carolina, Washington, West Virginia, Utah, and other states where required by
law, who will be refunded the premium (see "How is my Premium Payment credited?"
page ).
B. ELIGIBLE PURCHASERS

Any individual, group or trust may purchase the Contract including any
trustee or custodian for a retirement plan which qualifies for special Federal
tax treatment under the Internal Revenue Code, including individual retirement
annuities ("Qualified Contracts"). (See "Federal Tax Considerations" commencing
on page and Appendix II commencing on page .)
C. MINIMUM PREMIUM PAYMENTS

The minimum initial Premium Payment is $2,000. Thereafter, the minimum
payment is $500. Certain plans or programs may make smaller periodic premium
payments. (See "What size Premium Payments must I make?" page .)
D. UNDERLYING INVESTMENTS FOR CONTRACTS

Hartford Advisers Fund, Inc., Hartford Bond Fund, Inc., Hartford Capital
Appreciation Fund, Inc., Hartford Dividend and Growth Fund, Hartford Index Fund,
Inc., Hartford International Advisers Fund, Inc., Hartford International
Opportunities Fund, Inc., Hartford Mortgage Securities Fund, Inc., Hartford
Small Company Fund, Inc, Hartford Stock Fund, Inc., HVA Money Market Fund, Inc.,
and such other funds as shall be offered from time to time, and the Fixed
Account, or a combination of the Funds and the Fixed Account. Qualified
Contracts issued prior to May 1, 1987 may also have shares of Hartford U.S.
Government Money Market Fund, Inc.
E. CHARGES UNDER THE CONTRACTS

1. SALES EXPENSES

There is no deduction for sales expenses from Premium Payments when made.
However, a contingent deferred sales charge may be assessed against Contract
Values when they are surrendered. (See "Charges under the Contracts" commencing
on page .)

The length of time from receipt of a Premium Payment to the time of
surrender determines the contingent deferred sales charge. For this purpose,
Premium Payments will be deemed to be surrendered in the order in which they are
received and all surrenders will be first from Premium Payments and then from
other Contract Values. The charge is a percentage of the amount withdrawn (not
to exceed the aggregate amount of the Premium Payments made) and equals:

CHARGE LENGTH OF TIME FROM PREMIUM PAYMENT
------ ------------------------------------
(NUMBER OF YEARS)
7% 1
6% 2
5% 3
4% 4
3% 5
2% 6
1% 7
0% 8 or more

No contingent deferred sales charge will be assessed in the event of death
of the Annuitant or Contract Owner, or upon the exercise of the withdrawal
privilege or if Contract Values are applied to an Annuity option provided for
under the Contract (except that a surrender out of an Annuity Option Four will
be subject to a contingent deferred sales charge where applicable). (See "Is
there ever a time when the sales charges do not apply?" commencing on page .)

2. WITHDRAWAL PRIVILEGE

Withdrawals of up to 10% per year, on a non-cumulative basis, of the Premium
Payments made to a Contract may be made without the imposition of the contingent
deferred sales charge. (See "Is there ever a time when the sales charges do not
apply?" commencing on page .)

3. ANNUAL MAINTENANCE FEE

The Contracts provide for an administrative charge in the amount of $25.00
to be deducted from Contract Values each Contract Year (not applicable to
Contracts with Account Values of $50,000 or more). (See "Are there any
administrative charges?" commencing on page .)

4. MORTALITY AND EXPENSE RISKS

For assuming the mortality and expense risks under the Contracts, ITT
Hartford will make a 1.25% per annum charge against all Contract Values held in
the Separate
<PAGE>
10 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

Account, except the Fixed Account. (See "What is the mortality and expense risk
charge?" commencing on page .)
5. PREMIUM TAXES

A deduction will be made for Premium Taxes for Contracts sold in certain
states. (See "How much are the deductions for Premium Taxes?" commencing on page
.)

6. CHARGES BY THE FUNDS

The Funds are subject to certain fees, charges and expenses (see the
Prospectus for the Funds attached hereto).
F. LIQUIDITY

Subject to any applicable charges, the Contracts may be surrendered, or
portions of the value of such Contracts may be withdrawn, at any time prior to
the Annuity Commencement Date. However, if less than $1,000 remains in a
Contract as a result of a withdrawal, ITT Hartford may terminate the Contract in
its entirety. (See "How can a Contract be redeemed or surrendered?" commencing
on page .)
G. MINIMUM DEATH BENEFITS

A Minimum Death Benefit is provided in the event of death of the Annuitant
or Contract Owner prior to age 85 and before Annuity payments have commenced.
(See "What would my Beneficiary receive as a death benefit?" commencing on page
.)
H. ANNUITY OPTIONS

The Annuity Commencement Date may not be deferred beyond the Annuitant's
90th birthday, except in certain states, where the Annuitant's Commencement Date
may not be deferred beyond the Annuitant's 85th birthday. If a Contract Owner
does not elect otherwise, the Contract Value (less applicable Premium Taxes)
will be applied on the Annuity Commencement Date under the second option to
provide a life annuity with 120 monthly payments certain. (See "What Annuity
Commencement Date and Form of Annuity may I elect?" commencing on page .)
I. VOTING RIGHTS OF CONTRACT OWNERS

Contract Owners will have the right to vote on matters affecting the
underlying Fund to the extent that proxies are solicited by such Fund. If a
Contract Owner does not vote, ITT Hartford shall vote such interest in the same
proportion as shares of the Fund for which instructions have been received by
ITT Hartford. (See "What are my voting rights?" commencing on page .)
PERFORMANCE RELATED INFORMATION

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

The Advisers Fund, Bond Fund, Capital Appreciation Fund, Dividend and Growth
Fund, Index Fund, International Advisers Fund, International Opportunities Fund,
Money Market Fund, Mortgage Securities Fund, Small Company Fund, Stock Fund, and
U.S. Government Money Market Fund Sub-Accounts, may include total return in
advertisements or other sales material.

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

In addition to the standardized total return, the Sub-Account may advertise
a non-standardized total return. This figure will usually be calculated for one
year, five years, and ten years or other periods. Non-standardized total return
is measured in the same manner as the standardized total return described above,
except that the contingent deferred sales charge and the Annual Maintenance Fee
are not deducted. Therefore, non-standardized total return for a Sub-Account is
higher than standardized total return for a Sub-Account.

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

The Money Market Fund and U.S. Government Money Market Sub-Accounts may
advertise yield and effective yield. The yield of a Sub-Account is based upon
the income earned by the Sub-Account over a seven-day period and then
annualized, i.e. the income earned in the period is assumed to be earned every
seven days over a 52-week period and stated as a percentage of the investment.
Effective yield is calculated similarly but when annualized, the
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 11
- --------------------------------------------------------------------------------

income earned by the investment is assumed to be reinvested in Sub-Account units
and thus compounded in the course of a 52-week period. Yield and effective yield
reflect the recurring charges at the Separate Account level including the Annual
Maintenance Fee.

The Separate Account may also disclose yield, standard total return, and
non-standard total return for periods prior to the date the Separate Account
commenced operations. For periods prior to the date the Separate Account
commenced operations, performance information for the Sub-Accounts will be
calculated based on the performance of the underlying Funds and the assumption
that the Sub-Accounts were in existence for the same periods as those of the
underlying Funds, with a level of charges equal to those currently assessed
against the Sub-Accounts.

ITT Hartford may provide information on various topics to Contract Owners
and prospective Contract Owners in advertising, sales literature or other
materials. These topics may include the relationship between sectors of the
economy and the economy as a whole and its effect on various securities markets,
investment strategies and techniques (such as value investing, dollar cost
averaging and asset allocation), the advantages and disadvantages of investing
in tax-advantaged and taxable instruments, customer profiles and hypothetical
purchase scenarios, financial management and tax and retirement planning, and
other investment alternatives, including comparisons between the Contracts and
the characteristics of and market for such alternatives.
INTRODUCTION

This Prospectus has been designed to provide you with the necessary
information to make a decision on purchasing an individual or group tax-deferred
Variable Annuity Contract offered by ITT Hartford in the Fixed Account and/or a
series of Separate Account One. This Prospectus describes only the elements of
the Contracts pertaining to the Separate Account and the Fixed Account except
where reference to the General Account is specifically made. Please read the
Glossary of Special Terms on pages and prior to reading this Prospectus to
familiarize yourself with the terms being used.
THE CONTRACT, SEPARATE ACCOUNT ONE, AND THE FIXED ACCOUNT
WHAT ARE THE CONTRACTS?

The Contract is an individual or group tax-deferred Variable Annuity
Contract designed for retirement planning purposes. Initially there are no
deductions from your Premium Payments (except for Premium Taxes, if applicable)
so your entire Premium Payment is put to work in the investment Sub-Account(s)
of your choice or the Fixed Account. Currently, there are eleven Sub-Accounts,
each investing in a different underlying Fund with its own distinct investment
objectives. More Sub-Accounts may be made available by ITT Hartford at a later
time. You pick the Sub-Account(s) with the investment objectives that meet your
needs. You may select one or more Sub-Accounts and/or the Fixed Account and
determine the percentage of your Premium Payment that is put into a Sub-Account
or the Fixed Account. You may also transfer assets among the Sub-Accounts and
the Fixed Account so that your investment program meets your specific needs over
time. There are some limitations on the amounts in each Sub-Account and the
Fixed Account. These limitations are described later in this Prospectus. In
addition, there are certain other limitations on withdrawals and transfers of
amounts in the Sub-Accounts and the Fixed Account, as described in this
Prospectus. (See "Charges Under the Contract" for a description of the charges
for redeeming a Contract and other charges made under the Contract.)

Generally, the Contract contains the five optional Annuity forms described
later in this Prospectus. Options 2, 4 and 5 are available with respect to
Qualified Contracts only if the guaranteed payment period is less than the life
expectancy of the Annuitant at the time the option becomes effective. Such life
expectancy shall be computed on the basis of the mortality table prescribed by
the IRS, or if none is prescribed, the mortality table then in use by ITT
Hartford.

The Contract Owner may select an Annuity Commencement Date and an Annuity
option which may be on a fixed or variable basis, or a combination thereof. The
Annuity Commencement Date may not be deferred beyond the Annuitant's 90th
birthday, except in certain states, where the Annuity Commencement Date may not
be deferred beyond the Annuitant's 85th birthday.

The Annuity Commencement Date and/or the Annuity option may be changed from
time to time, but any such change must be made at least 30 days prior to the
date on which Annuity payments are scheduled to begin. If you
<PAGE>
12 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

do not elect otherwise, payments will begin at the Annuitant's age 90 under
Option 2 with 120 monthly payments certain (Option 1 for Texas Contracts).

When an Annuity is effected under a Contract, unless otherwise specified,
Contract Values held in the Sub-Accounts will be applied to provide a Variable
Annuity based on the pro rata amount in the various Sub-Accounts. Fixed Account
Contract Values will be applied to provide a Fixed Account Annuity. Variable
Annuity payments will vary in accordance with the investment performance of the
Sub-Accounts you have selected. You should consider the question of allocation
of Contract Values among Sub-Accounts of the Separate Account and the General
Account of ITT Hartford to make certain that Annuity payments are based on the
investment alternative best suited to your needs for retirement. The Contract
allows the Contract Owner to change the Sub-Accounts on which variable payments
are based after payments have commenced once every three (3) months. Any Fixed
Account Annuity allocation may not be changed.

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

The individual and group Variable Annuity Contracts offered under this
Prospectus may be purchased by any individual or by a trustee or custodian for a
retirement plan qualified under Sections 401(a) or 403(a) of the Internal
Revenue Code; annuity purchase plans adopted by public school systems and
certain tax-exempt organizations according to Section 403(b) of the Internal
Revenue Code; Individual Retirement Annuities adopted according to Section 408
of the Internal Revenue Code; employee pension plans established for employees
by a state, a political subdivision of a state, or an agency or instrumentality
of either a state or a political subdivision of a state, and certain eligible
deferred compensation plans as defined in Section 457 of the Internal Revenue
Code ("Qualified Contracts").
WHAT IS THE SEPARATE ACCOUNT AND HOW DOES IT OPERATE?

The Separate Account was established on May 20, 1991, in accordance with
authorization by the Board of Directors of ITT Hartford. It is the Separate
Account in which ITT Hartford sets aside and invests the assets attributable to
variable annuity Contracts, including the Contracts sold under this Prospectus.
Although the Separate Account is an integral part of ITT Hartford, it is
registered as a unit investment trust under the Investment Company Act of 1940.
This registration does not, however, involve Securities and Exchange Commission
supervision of the management or the investment practices or policies of the
Separate Account or ITT Hartford. The Separate Account meets the definition of
"separate account" under federal securities law.

Under Connecticut law, the assets of the Separate Account attributable to
the Contracts offered under this Prospectus are held for the benefit of the
owners of, and the persons entitled to payments under, those Contracts. Income,
gains, and losses, whether or not realized, from assets allocated to the
Separate Account, are, in accordance with the Contracts, credited to or charged
against the Separate Account. Also, the assets in the Separate Account are not
chargeable with liabilities arising out of any other business ITT Hartford may
conduct. So, Contract Values allocated to the Sub-Accounts will not be affected
by the rate of return of ITT Hartford's General Account, nor by the investment
performance of any of ITT Hartford's other separate accounts. However, all
obligations arising under the Contracts are general corporate obligations of ITT
Hartford.

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

ITT Hartford does not guarantee the investment results of the Sub-Accounts
or any of the underlying investments. There is no assurance that the value of a
Contract during the years prior to retirement or the aggregate amount of the
Variable Annuity payments will equal the total of Premium Payments made under
the Contract. Since each underlying Fund has different investment objectives,
each is subject to
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 13
- --------------------------------------------------------------------------------

different risks. These risks are more fully described in the accompanying Fund
Prospectus.

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

The Separate Account may be subject to liabilities arising from a Series of
the Separate Account whose assets are attributable to other variable annuity
Contracts or variable life insurance policies offered by the Separate Account
which are not described in this Prospectus.
WHAT IS THE FIXED ACCOUNT AND
HOW DOES IT OPERATE?

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

Premium Payments and Contract Values allocated to the Fixed Account become a
part of the general assets of ITT Hartford. ITT Hartford invests the assets of
the General Account in accordance with applicable law governing the investments
of Insurance Company General Accounts.

Currently, ITT Hartford guarantees that it will credit interest at a rate of
not less than 3% per year, compounded annually, to amounts allocated to the
Fixed Account under the Contracts. However, ITT Hartford reserves the right to
change the rate according to state insurance law. ITT Hartford may credit
interest at a rate in excess of 3% per year; however, ITT Hartford is not
obligated to credit any interest in excess of 3% per year. There is no specific
formula for the determination of excess interest credits. Some of the factors
that ITT Hartford may consider in determining whether to credit excess interest
to amounts allocated to the Fixed Account and the amount thereof, are general
economic trends, rates of return currently available and anticipated on ITT
Hartford's investments, regulatory and tax requirements and competitive factors.
ANY INTEREST CREDITED TO AMOUNTS ALLOCATED TO THE FIXED ACCOUNT IN EXCESS OF 3%
PER YEAR WILL BE DETERMINED IN THE SOLE DISCRETION OF ITT HARTFORD. THE OWNER
ASSUMES THE RISK THAT INTEREST CREDITED TO FIXED ACCOUNT ALLOCATIONS MAY NOT
EXCEED THE MINIMUM GUARANTEE OF 3% FOR ANY GIVEN YEAR.
MAY I TRANSFER ASSETS BETWEEN SUB-ACCOUNTS?

You may transfer the values of your Sub-Account allocations from one or more
Sub-Accounts to another free of charge. However, ITT Hartford reserves the right
to limit the number of transfers to twelve (12) per Contract Year, with no two
(2) transfers occurring on consecutive Valuation Days. Transfers by telephone
may be made by calling (800) 862-6668. Telephone transfers may not be permitted
by some states for their residents who purchase variable annuities.

It is the responsibility of the Contract Owner or Participant to verify the
accuracy of all confirmations of transfers and to promptly advise ITT Hartford
of any inaccuracies within one business day of receipt of the confirmation. ITT
Hartford will send the Contract Owner a confirmation of the transfer within five
(5) days from the date of any instruction.

ITT Hartford may permit the Contract Owner to preauthorize transfers among
Sub-Accounts and between Sub-Accounts and the Fixed Account under certain
circumstances. The policy of ITT Hartford and its agents and affiliates is that
they will not be responsible for losses resulting from acting upon telephone
requests reasonably believed to be genuine. ITT Hartford will employ reasonable
procedures to confirm that instructions communicated by telephone are genuine;
otherwise, ITT Hartford may be liable for any losses due to unauthorized or
fraudulent instructions. The procedures ITT Hartford follows for transactions
initiated by telephone include requirements that callers on behalf of a Contract
Owner identify themselves and the Contract Owner by name and social security
number. All transfer instructions by telephone are tape recorded.

Subject to the exceptions set forth in the following paragraph the right to
reallocate Contract Values between the Sub-Accounts is subject to modification
if ITT Hartford determines, in its sole opinion, that the exercise of that right
by one or more Contract Owners is, or would be, to the disadvantage of other
Contract Owners. Any modification could be applied to transfers to or from some
or all of the Sub-Accounts and could include, but not be limited to, the
requirement of a minimum time period between each transfer, not accepting
transfer requests of an agent acting
<PAGE>
14 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

under a power of attorney on behalf of more than one Contract Owner, or limiting
the dollar amount that may be transferred between the Sub-Accounts and the Fixed
Account by a Contract Owner at any one time. Such restrictions may be applied in
any manner reasonably designed to prevent any use of the transfer right which is
considered by ITT Hartford to be to the disadvantage of other Contract Owners.

For Contracts issued in the State of New York, the reservation of rights set
forth in the preceding paragraph is limited to (i) requiring up to a maximum of
10 Valuation Days between each transfer: (ii) limiting the amount to be
transferred on any one Valuation Day to no more than $2 million; and (iii) upon
30 days prior written notice, to only accepting transfer instructions from the
Contract Owner and not from the Contract Owner's representative, agent or person
acting under a power of attorney for the Contract Owner.

Currently, and with respect to Contracts issued in all states, the only
restriction in effect is that ITT Hartford will not accept instructions from
agents acting under a power of attorney of multiple Contract Owners whose
accounts aggregate more than $2 million, unless the agent has entered into a
third party transfer services agreement with Hartford.

Transfers between the Sub-Accounts may be made both before and after Annuity
payments commence (limited to once a quarter) provided that the minimum
allocation to any Sub-Account may not be less than $500. No minimum balance is
required in any Sub-Account.
MAY I TRANSFER ASSETS BETWEEN THE FIXED
ACCOUNT AND THE SUB-ACCOUNTS?

Subject to the restrictions set forth above, transfers from the Fixed
Account into a Sub-Account may be made at any time during the Contract Year. The
maximum amount which may be transferred from the Fixed Account during any
Contract Year is the greater of 30% of the Fixed Account balance as of the last
Contract Anniversary or the greatest amount of any prior transfer from the Fixed
Account. If ITT Hartford permits preauthorized transfers from the Fixed Account
to the Sub-Accounts, this restriction is inapplicable. Also, if any interest
rate is renewed at a rate of at least one percentage point less than the
previous rate, the Contract Owner may elect to transfer up to 100% of the funds
receiving the reduced rate within 60 days of notification of the interest rate
decrease. Generally, transfers may not be made from any Sub-Account into the
Fixed Account for the six-month period following any transfer from the Fixed
Account into one or more of the Sub-Accounts. ITT Hartford reserves the right to
defer transfers from the Fixed Account for up to six months from the date of
request.
OPERATION OF THE CONTRACT
HOW IS MY PREMIUM PAYMENT CREDITED?

The balance of each initial Premium Payment remaining after the deduction of
any applicable Premium Tax is credited to your Contract within two business days
of receipt of a properly completed application or an order to purchase a
Contract and the initial Premium Payment by ITT Hartford at its Home Office, 505
N. Highway 169, Minneapolis, Minnesota, 55441-0000. It will be credited to the
Sub-Account(s) and/or the Fixed Account in accordance with your election. If the
application or other information is incomplete when received, the balance of
each initial Premium Payment, after deduction of any applicable Premium Tax,
will be credited to the Sub-Account(s) or the Fixed Account within five business
days of receipt. If the initial Premium Payment is not credited within five
business days, the Premium Payment will be immediately returned unless you have
been informed of the delay and request that the Premium Payment not be returned.

The number of Accumulation Units in each Sub-Account to be credited to a
Contract will be determined by dividing the portion of the Premium Payment being
credited to each Sub-Account by the value of an Accumulation Unit in that
Sub-Account on that date.

Subsequent Premium Payments are priced on the Valuation Day received by ITT
Hartford in its Home Office, or other designated administrative offices.
WHAT SIZE PREMIUM PAYMENTS MUST I MAKE?

The minimum initial Premium Payment is $2,000. Thereafter, the minimum
Premium Payment is $500. Certain plans may make smaller periodic payments. Each
Premium Payment may be split among the various Sub-Accounts and/or the Fixed
Account subject to minimum amounts then in effect.
WHAT IF I AM NOT SATISFIED WITH MY PURCHASE?

If you are not satisfied with your purchase you may surrender the Contract
by returning it within ten days (or longer is some states) after you receive it.
A written request for cancellation must accompany the Contract. In such event,
ITT Hartford will, without deduction for any charges normally assessed
thereunder, pay you an amount equal to the sum of (i) the difference between the
Premium Payment and the amounts allocated to the Sub- Account(s) and/or the
Fixed Account under the Contract and (ii) the value of the Contract on the date
of surrender attributable to the amounts so allocated. You bear the investment
risk during the period prior to the Company's receipt of request for
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 15
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cancellation. ITT Hartford will refund the premium paid only for individual
retirement annuities (if returned within seven days of receipt) and in those
states where required by law.
MAY I ASSIGN OR TRANSFER MY CONTRACT?

Ownership of a Contract described herein is generally assignable. However,
if the Contracts are issued pursuant to some form of Qualified Plan, it is
possible that the ownership of the Contracts may not be transferred or assigned
depending on the type of qualified retirement plan involved. An assignment of a
Non-Qualified Contract may subject the assignment proceeds to income taxes and
certain penalty taxes. (See "Taxation of Annuities in General -- Non-Tax
Qualified Purchasers" commencing on page .)
HOW DO I KNOW WHAT MY CONTRACT IS WORTH?

The value of the Sub-Account investments under your Contract at any time
prior to the commencement of Annuity payments can be determined by multiplying
the total number of Accumulation Units credited to your Contract in each
Sub-Account by the then current Accumulation Unit values for the applicable
Sub-Account. The value of the Fixed Account under your Contract will be the
amount allocated to the Fixed Account plus interest credited. You will be
advised at least semiannually of the number of Accumulation Units credited to
each Sub-Account, the current Accumulation Unit values, the Fixed Account value,
and the total value of your Contract.
HOW IS THE ACCUMULATION UNIT
VALUE DETERMINED?

The Accumulation Unit value for each Sub-Account will vary to reflect the
investment experience of the applicable Fund and will be determined on each
Valuation Day by multiplying the Accumulation Unit value of the particular
Sub-Account on the preceding Valuation Day by a "Net Investment Factor" for that
Sub-Account for the Valuation Period then ended. The "Net Investment Factor" for
each of the Sub-Accounts is equal to the net asset value per share of the
corresponding Fund at the end of the Valuation Period (plus the per share amount
of any dividends or capital gains distributed by that Fund if the ex-dividend
date occurs in the Valuation Period then ended) divided by the net asset value
per share of the corresponding Fund at the beginning of the Valuation Period.
You should refer to the Prospectus for each of the Funds which accompanies this
Prospectus for a description of how the assets of each Fund are valued since
each determination has a direct bearing on the Accumulation Unit value of the
Sub-Account and therefore the value of a Contract. The Accumulation Unit Value
is affected by the performance of the underlying Fund(s), expenses and deduction
of the charges described in this Prospectus.
HOW ARE THE UNDERLYING FUND SHARES VALUED?

The shares of the Fund are valued at net asset value on each Valuation Day.
A complete description of the valuation method used in valuing Fund shares may
be found in the accompanying Prospectus of the Funds.
HOW IS THE VALUE OF THE
FIXED ACCOUNT DETERMINED?

ITT Hartford will determine the value of the Fixed Account by crediting
interest to amounts allocated to the Fixed Account. The minimum Fixed Account
interest rate is 3%, compounded annually. ITT Hartford may credit a lower
minimum interest rate according to state law. ITT Hartford, also, may credit
interest at rates greater than the minimum Fixed Account interest rate.
PAYMENT OF BENEFITS
WHAT WOULD MY BENEFICIARY RECEIVE
AS A DEATH BENEFIT?

The Contracts provide that in the event the Annuitant dies before the
selected Annuity Commencement Date, the Contingent Annuitant will become the
Annuitant. If the Annuitant dies before the Annuity Commencement Date and either
(a) there is no designated Contingent Annuitant, (b) the Contingent Annuitant
predeceases the Annuitant, or (c) if any Contract Owner dies before the Annuity
Commencement Date, the Beneficiary as determined under the Contract Control
Provisions, will receive the Minimum Death Benefit as determined on the date of
receipt of due proof of death by ITT Hartford in its Home Office. With regard to
Joint Contract Owners, at the first death of a joint Contract Owner prior to the
Annuity Commencement Date, the Beneficiary will be the surviving Contract Owner
notwithstanding that the beneficiary designation may be different.

However, if, upon death prior to the Annuity Commencement Date, the
Annuitant or Contract Owner, as applicable, had not attained his 85th birthday,
the Beneficiary will receive the greater of (a) the Contract Value determined as
of the day written proof of death of such person is received by ITT Hartford, or
(b) 100% of the total Premium Payments made to such Contract, reduced by any
prior surrenders, or (c) the Contract Value on the Specified Contract
Anniversary immediately preceding the date of death, increased by the dollar
amount of any Premium Payments made and reduced by the dollar amount of any
<PAGE>
16 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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partial terminations since the immediately preceding Specified Contract
Anniversary.

If the deceased, the Annuitant or Contract Owner, as applicable, had
attained age 85, then the Death Benefit will equal the Contract Value.

Death Benefit proceeds will remain invested in the Separate Account in
accordance with the allocation instructions given by the Certificate Owner until
the proceeds are paid or ITT Hartford receives new instructions from the
Beneficiary. The death benefit may be taken in one sum, payable within 7 days
after the date Due Proof of Death is received, or under any of the settlement
options then being offered by the Company provided, however, that: (a) in the
event of the death of any Contract Owner prior to the Annuity Commencement Date,
the entire interest in the Contract will be distributed within 5 years after the
death of the Contract Owner and (b) in the event of the death of any Contract
Owner or Annuitant which occurs on or after the Annuity Commencement Date, any
remaining interest in the Contract will be paid at least as rapidly as under the
method of distribution in effect at the time of death, or, if the benefit is
payable over a period not extending beyond the life expectancy of the
Beneficiary or over the life of the Beneficiary, such distribution must commence
within one year of the date of death. Notwithstanding the foregoing, in the
event of the Contract Owner's death where the sole Beneficiary is the spouse of
the Contract Owner and the Annuitant or Contingent Annuitant is living, such
spouse may elect, in lieu of receiving the death benefit, to be treated as the
Contract Owner. The proceeds due on the death may be applied to provide variable
payments, fixed payments, or a combination of variable and fixed payments.

If the Contract is owned by a corporation or other non-individual, the Death
Benefit payable upon the death of the Annuitant prior to the Annuity
Commencement Date will be payable only as one sum or under the same settlement
options and in the same manner as if an individual Contract Owner died on the
date of the Annuitant's death.

For a discussion of the manner in which Annuity payments are determined and
may vary from month to month see "How are Annuity payments determined?"
commencing on page .
HOW CAN A CONTRACT BE REDEEMED
OR SURRENDERED?

At any time prior to the Annuity Commencement Date, you have the right,
subject to any IRS provisions applicable thereto, to surrender the value of the
Contract in whole or in part.

FULL SURRENDERS

At any time prior to the Annuity Commencement Date (and after the Annuity
Commencement Date with respect to values applied to Option 4), the Contract
Owner has the right to terminate the Contract. In such event, the Termination
Value of the Contract may be taken in the form of a lump sum cash settlement.

The Termination Value of the Contract is equal to the Contract Value less
any applicable Premium Taxes, the Annual Maintenance Fee and any applicable
contingent deferred sales charges. The Termination Value may be more or less
than the amount of the Premium Payments made to a Contract.

PARTIAL SURRENDERS

The Contract Owner may make a partial surrender of Contract Values at any
time prior to the Annuity Commencement Date so long as the amount surrendered is
at least equal to the minimum amount rules then in effect. Additionally, if the
remaining Contract Value following a surrender is less than $1,000, ITT Hartford
may terminate the Contract and pay the Termination Value. For Contracts issued
in Texas, there is an additional requirement that the Contract will not be
terminated when the remaining Contract Value after a surrender is less than
$1,000 unless there were no Premium Payments made during the previous two
Contract Years.

Once each Contract Year, on a non-cumulative basis, partial surrenders of
Contract Values of up to 10% of the aggregate Premium Payments made to the
Contract may be made without being subject to the contingent deferred sales
charge. ITT Hartford may permit the Contract Owner to preauthorize partial
surrenders subject to certain limitations then in effect.

THERE ARE CERTAIN RESTRICTIONS ON SECTION 403(B) TAX-SHELTERED ANNUITIES. AS
OF DECEMBER 31, 1988, ALL SECTION 403(B) ANNUITIES HAVE LIMITS ON FULL AND
PARTIAL SURRENDERS. CONTRIBUTIONS TO THE CONTRACT MADE AFTER DECEMBER 31, 1988
AND ANY INCREASES IN CASH VALUE AFTER DECEMBER 31, 1988 MAY NOT BE DISTRIBUTED
UNLESS THE CONTRACT OWNER/ EMPLOYEE HAS A) ATTAINED AGE 59 1/2, B) TERMINATED
EMPLOYMENT, C) DIED, D) BECOME DISABLED OR E) EXPERIENCED FINANCIAL HARDSHIP.

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

ITT HARTFORD WILL NOT ASSUME ANY RESPONSIBILITY IN DETERMINING WHETHER A
WITHDRAWAL IS PERMISSIBLE, WITH OR WITHOUT TAX PENALTY, IN ANY PARTICULAR
SITUATION; OR IN MONITORING WITHDRAWAL REQUESTS REGARDING PRE OR POST JANUARY 1,
1989 ACCOUNT VALUES.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 17
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ANY SUCH FULL OR PARTIAL SURRENDER DESCRIBED ABOVE MAY AFFECT THE CONTINUING
TAX QUALIFIED STATUS OF SOME CONTRACTS OR PLANS AND MAY RESULT IN ADVERSE TAX
CONSEQUENCES TO THE CONTRACT OWNER. THE CONTRACT OWNER, THEREFORE, SHOULD
CONSULT WITH HIS TAX ADVISER BEFORE UNDERTAKING ANY SUCH SURRENDER. (SEE
"FEDERAL TAX CONSIDERATIONS" COMMENCING ON PAGE .)

Payment on any request for a full or partial surrender from the Sub-Accounts
will be made as soon as possible and in any event no later than seven days after
the written request is received by ITT Hartford at its Home Office, Attn:
Individual Annuity Operations, P.O. Box 5085, Hartford, Connecticut 06102-5085.
ITT Hartford may defer payment of any amounts from the Fixed Account for up to
six months from the date of the request for surrender. If ITT Hartford defers
payment for more than 30 days, ITT Hartford will pay interest of at least 3% per
annum on the amount deferred. In requesting a partial withdrawal you should
specify the Sub-Account(s) and/or the Fixed Account from which the partial
withdrawal is to be taken. Otherwise, such withdrawal and any applicable
contingent deferred sales charges will be effected on a pro rata basis according
to the value in the Fixed Account and each Sub-Account under a Contract. Within
this context, the contingent deferred sales charges are taken from the Premium
Payments in the order in which they were received: from the earliest Premium
Payments to the latest Premium Payments (see "How are the charges under these
Contracts made?" page ).
CAN PAYMENT OF A REDEMPTION, SURRENDER OR
DEATH BENEFIT EVER BE POSTPONED
BEYOND THE SEVEN DAY PERIOD?

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

No. Surrenders are not permitted after Annuity payments commence EXCEPT that
a full surrender is allowed when payments for a designated period (Option 4 or
5) are selected as the Annuity option.
WHAT ARE MY ANNUITY BENEFITS?

You select an Annuity Commencement Date and an Annuity option which may be
on a fixed or variable basis, or a combination thereof. The Annuity Commencement
Date will not be deferred beyond the Annuitant's 90th birthday except for
certain states where deferral past age 85 is not permitted. The Annuity
Commencement Date and/or the Annuity option may be changed from time to time,
but any change must be made at least 30 days prior to the date on which Annuity
payments are scheduled to begin. The Contract allows the Contract Owner to
change the Sub-Accounts on which variable payments are based after payments have
commenced once every three (3) months. Any Fixed Annuity allocation may not be
changed.

ANNUITY OPTIONS: The Contract contains the five optional Annuity forms
described below. Options 2, 4 and 5 are available to Qualified Contracts only if
the guaranteed payment period is less than the life expectancy of the Annuitant
at the time the option becomes effective. Such life expectancy shall be computed
on the basis of the mortality table prescribed by the IRS, or if none is
prescribed, the mortality table then in use by ITT Hartford.

With respect to Non-Qualified Contracts, if you do not elect otherwise,
payments in most states will automatically begin at the Annuitant's age 90 (with
the exception of states that do not allow deferral past age 85) under Option 2
with 120 monthly payments certain. For Qualified Contracts and Contracts issued
in Texas, if you do not elect otherwise, payments will begin automatically at
the Annuitant's age 90 under Option 1 to provide a life Annuity.

Under any of the Annuity options excluding Options 4 and 5, no surrenders
are permitted after Annuity payments commence. Only full surrenders are allowed
out of Option 4 and any such surrender will be subject to contingent deferred
sales charges, if applicable. Full or partial withdrawals may be made from
Option 5 at any time and contingent deferred sales charges will not be applied.

OPTION 1: LIFE ANNUITY

A life Annuity is an Annuity payable during the lifetime of the Annuitant
and terminating with the last payment preceding the death of the Annuitant. This
option offers the largest payment amount of any of the life Annuity options
since there is no guarantee of a minimum number of payments nor a provision for
a death benefit payable to a Beneficiary.

It would be possible under this option for an Annuitant to receive only one
Annuity payment if he died prior to the due date of the second Annuity payment,
two if he died before the due date of the third Annuity payment, etc.
<PAGE>
18 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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OPTION 2: LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN

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

OPTION 3: JOINT AND LAST SURVIVOR ANNUITY

An Annuity payable monthly during the joint lifetime of the Annuitant and a
designated second person, and thereafter during the remaining lifetime of the
survivor, ceasing with the last payment prior to the death of the survivor.
Based on the options currently offered by Hartford Life, the Annuitant may elect
that the payment to the survivor be less than the payment made during the joint
lifetime of the Annuitant and a designated second person.

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

OPTION 4: PAYMENTS FOR A DESIGNATED PERIOD

An amount payable monthly for the number of years selected which may be from
5 to 30 years. Under this option, you may, at any time, surrender the Contract
and receive, within seven days, the Termination Value of the Contract as
determined by ITT Hartford.

In the event of the Annuitant's death prior to the end of the designated
period, the present value as of the date of the Annuitant's death, of any
remaining guaranteed payments will be paid in one sum to the Beneficiary or
Beneficiaries designated unless other provisions have been made and approved by
ITT Hartford.

Option 4 is an option that does not involve life contingencies and thus no
mortality guarantee. Charges made for the mortality undertaking under the
Contracts thus provide no real benefit to a Contract Owner.

OPTION 5: DEATH BENEFIT REMAINING WITH ITT HARTFORD

Proceeds from the Death Benefit may be left with ITT Hartford for a period
not to exceed five years from the date of the Contract Owner's death prior to
the Annuity Commencement Date. These proceeds will remain in the Sub-Account(s)
to which they were allocated at the time of death unless the Beneficiary elects
to reallocate them. Full or partial withdrawals may be made at any time. In the
event of withdrawals, the remaining value will equal the Contract Value of the
proceeds left with ITT Hartford, minus any withdrawals.

ITT Hartford may offer other annuity options from time to time.
HOW ARE ANNUITY PAYMENTS DETERMINED?

The value of the Annuity Unit for each Sub-Account in the Separate Account
for any day is determined by multiplying the value for the preceding day by the
product of (1) the net investment factor (see "How is the Accumulation Unit
value determined?" commencing on page ) for the day for which the Annuity Unit
value is being calculated, and (2) a factor to neutralize the assumed investment
rate of 4.00% per annum discussed below.

When Annuity payments are to commence, the value of the Contract is
determined as the sum of the value of the Fixed Account no earlier than the
close of business on the fifth Valuation Day preceding the date the first
Annuity payment is due plus the product of the value of the Accumulation Unit of
each Sub-Account on that same day, and the number of Accumulation Units credited
to each Sub-Account as of the date the Annuity is to commence.

The Contract contains tables indicating the minimum dollar amount of the
first monthly payment under the optional forms of Annuity for each $1,000 of
value of a Sub-Account under a Contract. The first monthly payment varies
according to the form and type of Annuity selected. The Contract contains
Annuity tables derived from the 1983a Individual Annuity Mortality Table with
ages set back one year and with an assumed investment rate ("A.I.R.") of 4% per
annum. The total first monthly Variable Annuity payment is determined by
multiplying the value (expressed in thousands of dollars) of a Sub-Account (less
any applicable Premium Taxes) by the amount of the first monthly payment per
$1,000 of value obtained from the tables in the Contracts.

Fixed Account Annuity payments are determined at annuitization by
multiplying the values allocated to the Fixed Account (less applicable Premium
Taxes) by a rate to be determined by ITT Hartford which is no less than the rate
specified in the Annuity tables in the Contract. The Annuity payment will remain
level for the duration of the Annuity.

The amount of the first monthly Variable Annuity payment, determined as
described above, is divided by the value of an Annuity Unit for the appropriate
Sub-Account no earlier than the close of business on the fifth Valuation Day
preceding the day on which the payment is due in order to determine the number
of Annuity Units represented by the first payment. This number of Annuity Units
remains fixed during the Annuity payment period, and in each subsequent month
the dollar amount of the Variable
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ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 19
- --------------------------------------------------------------------------------

Annuity payment is determined by multiplying this fixed number of Annuity Units
by the then current Annuity Unit value.

LEVEL VARIABLE ANNUITY PAYMENTS WOULD BE PRODUCED IF THE INVESTMENT RATE
REMAINED CONSTANT AND EQUAL TO THE A.I.R. IN FACT, PAYMENTS WILL VARY UP OR DOWN
AS THE INVESTMENT RATE VARIES UP OR DOWN FROM THE A.I.R.

The Annuity payments will be made on the fifteenth day of each month
following selection. The Annuity Unit value used in calculating the amount of
the Variable Annuity payments will be based on an Annuity Unit value determined
as of the close of business on a day no earlier than the fifth Valuation Day
preceding the date of the Annuity payment.
<PAGE>
20 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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CHARGES UNDER THE CONTRACTS
HOW ARE THE SALES CHARGES
UNDER THE CONTRACTS MADE?

There is no deduction for sales expenses from Premium Payments when made.
However, a contingent deferred sales charge may be assessed against Contract
Values when they are surrendered.

LENGTH OF TIME
CHARGE FROM PREMIUM PAYMENT
------ ------------------------------------
(NUMBER OF YEARS)
7% 1
6% 2
5% 3
4% 4
3% 5
2% 6
1% 7
0% 8 or more

No contingent deferred sales charge will be assessed in the event of death
of the Annuitant or Contract Owner, or if Contract Values are applied to an
Annuity option provided for under the Contract (except that a surrender out of
Option 4 will be subject to a contingent deferred sales charge if applicable) or
upon the exercise of the withdrawal privilege. (See "Is there ever a time when
the sales charges do not apply?" commencing on page .)
In the case of a redemption in which you request a certain dollar amount be
withdrawn, the sales charge is deducted from the amount withdrawn and the
balance is paid to you. Example: You request a total withdrawal of $1,000 and
the applicable sales load is 5%. Your Sub-Account(s) and/or the Fixed Account
will be reduced by $1,000 and you will receive $950 (i.e., the $1,000 total
withdrawal less the 5% sales charge). This is the method applicable on a full
surrender of your Contract. In the case of a partial redemption in which you
request to receive a specified amount, the sales charge will be calculated on
the total amount that must be withdrawn from your Sub-Account(s) and/or the
Fixed Account in order to provide you with the amount requested. Example: You
request to receive $1,000 and the applicable sales charge is 5%. Your
Sub-Account(s) and/or the Fixed Account will be reduced by $1,052.63 (i.e., a
total withdrawal of $1,052.63 which results in a $52.63 sales charge ($1,052.63
x 5%) and a net amount paid to you of $1,000 as requested).
IS THERE EVER A TIME
WHEN THE SALES CHARGES DO NOT APPLY?

Yes. During any Contract Year, on a non-cumulative basis, a Contract Owner
may make a partial surrender of Contract Values of up to 10% of the aggregate
Premium Payments made to the Contract (as determined on the date of the
requested withdrawal) without the application of the contingent deferred sales
charge described above. Any such withdrawal will be deemed to be from Contract
Values other than Premium Payments. From time to time, ITT Hartford may permit
the Contract Owner to preauthorize partial surrenders subject to certain
limitations then in effect. Additional surrenders or any surrender of the
Contract Values in excess of such amount in any Contract Year during the period
when contingent deferred sales charges are applicable will be subject to the
appropriate charge as set forth above.

No contingent deferred sales charges otherwise applicable will be assessed
in the event of death of the Annuitant, death of the Contract Owner or if
payments are made under an Annuity option provided for under the Contract,
except that in the case of a surrender out of Annuity Option 4 contingent
deferred sales charges will be assessed, if applicable.

ITT Hartford may offer certain employer sponsored savings plans, in its
discretion reduced fees and charges including, but not limited to, the
contingent deferred sales charges, the mortality and expense risk charge and the
maintenance fee for certain sales under circumstances which may result in
savings of certain costs and expenses. Reductions in these fees and charges will
not unfairly discriminate against any Contract Owner.
WHAT DO THE SALES CHARGES COVER?

The contingent deferred sales charges are used to cover expenses relating to
the sale and distribution of the Contracts, including commissions paid to any
distribution organization and its sales personnel, the cost of preparing sales
literature and other promotional activities. To the extent that these charges do
not cover such distribution expenses they will be borne by ITT Hartford from its
general assets, including surplus. The surplus might include profits resulting
from unused mortality and expense risk charges.
WHAT IS THE MORTALITY AND EXPENSE RISK CHARGE?

Although Variable Annuity payments made under the Contracts will vary in
accordance with the investment
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 21
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performance of the underlying Fund shares held in the Sub-Account(s), the
payments will not be affected by (a) ITT Hartford's actual mortality experience
among Annuitants before or after the Annuity Commencement Date or (b) ITT
Hartford's actual expenses, if greater than the deductions provided for in the
Contracts because of the expense and mortality undertakings by ITT Hartford.

For assuming these risks under the Contracts, ITT Hartford will make a daily
charge at the rate of 1.25% per annum against all Contract Values held in the
Separate Account during the life of the Contract (estimated at .90% for
mortality and .35% for expense), except for the Fixed Account.

The mortality undertakings provided by ITT Hartford under the Contracts,
assuming the selection of one of the forms of life Annuities, is to make monthly
Annuity payments (determined in accordance with the 1983a Individual Mortality
Annuity Table and other provisions contained in the Contract) to Annuitants
regardless of how long an Annuitant may live, and regardless of how long all
Annuitants as a group may live. ITT Hartford also assumes the liability for
payment of a Minimum Death Benefit under the Contract.

The mortality undertakings are based on ITT Hartford's determination of
expected mortality rates among all Annuitants. If actual experience among
Annuitants during the Annuity payment period deviates from ITT Hartford's
actuarial determination of expected mortality rates among Annuitants because, as
a group, their longevity is longer than anticipated, ITT Hartford must provide
amounts from its general funds to fulfill its Contract obligations. In that
event, a loss will fall on ITT Hartford. Also, in the event of the death of an
Annuitant or Contract Owner prior to age 85 or before the commencement of
Annuity payments, whichever is earlier, ITT Hartford can, in periods of
declining value, experience a loss resulting from the assumption of the
mortality risk relative to the minimum death benefit.

In providing an expense undertaking, ITT Hartford assumes the risk that the
contingent deferred sales charges and the Annual Maintenance Fee for maintaining
the Contracts prior to the Annuity Commencement Date may be insufficient to
cover the actual cost of providing such items.
ARE THERE ANY ADMINISTRATIVE CHARGES?

Each year, on each Contract Anniversary on or before the Annuity
Commencement Date, ITT Hartford will deduct an Annual Maintenance Fee from
Contract Values to reimburse it for expenses relating to the maintenance of the
Contract, the Fixed Account, and the Sub-Account(s) thereunder. If during a
Contract Year the Contract is surrendered for its full value, ITT Hartford will
deduct the Annual Maintenance Fee at the time of such surrender. The fee is a
flat fee which will be due in the full amount regardless of the time of the
Contract Year that Contract Values are surrendered. The Annual Maintenance Fee
is $25.00 per Contract Year. The deduction will be made pro rata according to
the value in each Sub-Account and the Fixed Account under a Contract.
HOW MUCH ARE THE DEDUCTIONS FOR PREMIUM TAXES?

A deduction is also made for Premium Tax, if applicable, imposed by a state
or other governmental entity. Certain states impose a Premium Tax, currently
ranging up to 3.5%. Some states assess the tax at the time purchase payments are
made; others assess the tax at the time of annuitization. ITT Hartford will pay
Premium Taxes at the time imposed under applicable law. At its sole discretion,
ITT Hartford may deduct Premium Taxes at the time ITT Hartford pays such taxes
to the applicable taxing authorities, at the time the Contract is surrendered,
or at the time the Contract annuitizes.
ITT HARTFORD LIFE AND
ANNUITY INSURANCE COMPANY
AND THE FUNDS
WHAT IS ITT HARTFORD?

ITT Hartford Life and Annuity Insurance Company ("ITT Hartford"), formerly
ITT Life Insurance Corporation, was originally incorporated under the laws of
Wisconsin on January 9, 1956. ITT Hartford was redomiciled to Connecticut on May
1, 1996. It is a stock life insurance company engaged in the business of writing
both individual and group life insurance and annuities in all states including
the District of Columbia, except New York. The offices of ITT Hartford are
located in Minneapolis, Minnesota; however, its mailing address is P.O. Box
2999, Hartford, Connecticut 06104-2999.

ITT Hartford is a wholly owned subsidiary of Hartford Life Insurance
Company. ITT Hartford is ultimately 100% owned by Hartford Fire Insurance
Company, one of the largest multiple lines insurance carriers in the United
States. On December 20, 1995, Hartford Fire Insurance Company became an
independent, publicly traded corporation.

ITT Hartford is rated A+ (superior) by A.M. Best and Company, Inc. on the
basis of its financial soundness and operating performance. ITT Hartford is
rated AA+ by both
<PAGE>
22 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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Standard & Poor's and Duff and Phelps on the basis of its claims paying ability.

These ratings do not apply to the performance of the Separate Account.
However, the Contractual obligations under this variable annuity are the general
corporate obligations of ITT Hartford. These ratings do apply to ITT Hartford's
ability to meet its insurance obligations under the Contract.
WHAT ARE THE FUNDS?

Hartford Stock Fund, Inc. was organized on March 11, 1976. Hartford Advisers
Fund, Inc., Hartford Bond Fund, Inc., Hartford U.S. Government Money Market
Fund, Inc., and HVA Money Market Fund, Inc. were all organized on December 1,
1982. Hartford Capital Appreciation Fund, Inc. was organized on September 20,
1983. Hartford Mortgage Securities Fund, Inc. was organized on October 5, 1984.
Hartford Index Fund, Inc. was organized on May 16, 1983. Hartford International
Opportunities Fund, Inc. was organized on January 25, 1990. Hartford Dividend
and Growth Fund was organized on October 21, 1993. Hartford International
Advisers Fund, Inc. was organized on February 15, 1995. Hartford Small Company
Fund, Inc. was organized on August 9, 1996. All of the Funds were incorporated
under the laws of the State of Maryland and are collectively referred to as the
"Funds." The Funds may not be available in all states. The investment objectives
of each of the Funds are as follows:

HARTFORD ADVISERS FUND, INC.

To achieve maximum long term total rate of return consistent with prudent
investment risk by investing in common stock and other equity securities, bonds
and other debt securities, and money market instruments. The investment adviser
will vary the investments of the Fund among equity and debt securities and money
market instruments depending upon its analysis of market trends. Total rate of
return consists of current income, including dividends, interest and discount
accruals and capital appreciation.

HARTFORD BOND FUND, INC.

To achieve maximum current income consistent with preservation of capital by
investing primarily in fixed-income securities.

HARTFORD CAPITAL APPRECIATION FUND, INC. (FORMERLY HARTFORD AGGRESSIVE GROWTH
FUND, INC.)

To achieve growth of capital by investing in equity securities and
securities convertible into equity securities selected solely on the basis of
potential for capital appreciation; income, if any, is an incidental
consideration.

HARTFORD DIVIDEND AND GROWTH FUND, INC.

To seek a high level of current income consistent with growth of capital and
reasonable investment risk by investing primarily in equity securities and
securities convertible into equity securities.

HARTFORD INDEX FUND, INC.

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

HARTFORD INTERNATIONAL ADVISERS FUND, INC.

To provide maximum long-term total return consistent with prudent investment
risk by investing in a portfolio of equity, debt and money 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, INC.

To achieve long-term total return consistent with prudent investment risk
through investment primarily in equity securities issued by foreign companies.

HARTFORD MORTGAGE SECURITIES FUND, INC.

To achieve maximum current income consistent with safety of principal and
maintenance of liquidity by investing primarily in mortgage-related securities,
including securities issued by the Government National Mortgage Association
("GNMA").

HARTFORD SMALL COMPANY FUND, INC. (AVAILABLE EFFECTIVELY AUGUST 9, 1996)

To achieve growth of capital by investing primarily in equity securities
selected on the basis of potential for capital appreciation. Under normal market
and economic conditions at least 65% of the Small Company Fund's total assets
are invested in equity securities of companies which have less than $2 billion
in market capitalization.

HARTFORD STOCK FUND, INC.

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

HVA MONEY MARKET FUND, INC.

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

* "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. THE INDEX FUND IS NOT SPONSORED, ENDORSED, SOLD OR
PROMOTED BY STANDARD & POOR'S ("S&P") AND S&P MAKES NO REPRESENTATION
REGARDING THE ADVISABILITY OF INVESTING IN THE INDEX FUND.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 23
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ALL FUNDS
All of the Funds are sponsored by ITT Hartford. The Funds are available only
to serve as the underlying investment for the variable annuity and variable life
insurance Contracts issued by ITT Hartford.

It is conceivable that in the future it may be disadvantageous for variable
annuity separate accounts and variable life insurance separate accounts to
invest in the Funds simultaneously. Although ITT Hartford and the Funds do not
currently foresee any such disadvantages either to variable annuity Contract
Owners or to variable life insurance Policy owners, the Funds' Board of
Directors intends to monitor events in order to identify any material conflicts
between such Contract Owners and Policy owners and to determine what action, if
any, should be taken in response thereto. If the Board of Directors of the Funds
were to conclude that separate funds should be established for variable life and
variable annuity separate accounts, the variable annuity Contract Owners would
not bear any expenses attendant to the establishment of such separate funds.

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

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

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

A full description of the Funds, their investment policies and restrictions,
risks, charges and expenses and all other aspects of their operation is
contained in the accompanying Funds' Prospectus which should be read in
conjunction with this Prospectus before investing and in the Funds' Statement of
Additional Information which may be ordered from ITT Hartford.
DOES ITT HARTFORD HAVE
ANY INTEREST IN THE FUNDS?

ITT Hartford has no interest in the Funds.
FEDERAL TAX CONSIDERATIONS
WHAT ARE SOME OF THE FEDERAL TAX
CONSEQUENCES WHICH AFFECT THESE CONTRACTS?

A. GENERAL

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

It should be understood that any detailed description of the Federal income
tax consequences regarding the purchase of these Contracts cannot be made in
this Prospectus and that special tax rules may be applicable with respect to
certain purchase situations not discussed herein. 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. The discussion
here and in Appendix I, commencing on page , is based on ITT Hartford's
understanding of current Federal income tax laws as they are currently
interpreted.
B. TAXATION OF ITT HARTFORD AND THE SEPARATE ACCOUNT

The Separate Account is taxed as part of ITT Hartford which is taxed as a
life insurance company in accordance with the Internal Revenue Code (the
"Code"). Accordingly, the Separate Account will not be taxed as a "regulated
investment company" under subchapter M of Chapter 1 of the Code. Investment
income and any realized capital gains on the assets of the Separate Account are
reinvested and are taken into account in determining the value of the
Accumulation and Annuity Units (See "Value of Accumulation Units" commencing on
page ). As a result, such investment income and realized capital gains are
automatically applied to increase reserves under the Contract.

No taxes are due on interest, dividends and short-term or long-term capital
gains earned by the Separate Account with respect to Qualified or Non-Qualified
Contracts.
<PAGE>
24 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

C. TAXATION OF ANNUITIES -- GENERAL PROVISIONS AFFECTING PURCHASERS OTHER THAN
QUALIFIED RETIREMENT PLANS

Section 72 of the Internal Revenue Code governs the taxation of annuities in
general.

1. NON-NATURAL PERSONS, CORPORATIONS, ETC.

Section 72 contains provisions for Contract Owners which are non-natural
persons. Non-natural persons include corporations, trusts, and partnerships. The
annual net increase in the value of the Contract is currently includable in the
gross income of a non-natural person unless the non-natural person holds the
Contract as an agent for a natural person. There is an exception from current
inclusion for certain annuities held by structured settlement companies, certain
annuities held by an employer with respect to a terminated qualified retirement
plan and certain immediate annuities. A non-natural person which is a tax-exempt
entity for Federal tax purposes will not be subject to income tax as a result of
this provision.

If the Contract Owner is not an individual, the primary Annuitant shall be
treated as the Contract Owner for purposes of making distributions which are
required to be made upon the death of the Contract Owner. If there is a change
in the primary Annuitant, such change shall be treated as the death of the
Contract Owner.

2. OTHER CONTRACT OWNERS (NATURAL PERSONS).

A Contract Owner is not taxed on increases in the value of the Contract
until an amount is received or deemed received, e.g., in the form of a lump sum
payment (full or partial value of a Contract) or as Annuity payments under the
settlement option elected.

The provisions of Section 72 of the Code concerning distributions are
summarized briefly below. Also summarized are special rules affecting
distributions from Contracts obtained in a tax-free exchange for other annuity
Contracts or life insurance Contracts which were purchased prior to August 14,
1982.

A. DISTRIBUTIONS PRIOR TO THE ANNUITY COMMENCEMENT DATE.

i. Total premium payments less amounts received which were not includable
in gross income equal the "investment in the Contract" under Section
72 of the Code.

ii. To the extent that the value of the Contract (ignoring any surrender
charges except on a full surrender) exceeds the "investment in the
Contract," such excess constitutes the "income on the Contract."

iii. Any amount received or deemed received prior to the Annuity
Commencement Date (e.g., upon a partial surrender) is deemed to come
first from any such "income on the Contract" and then from
"investment in the Contract," and for these purposes such "income on
the Contract" shall be computed by reference to any aggregation rule
in subparagraph 2.c. below. As a result, any such amount received or
deemed received (1) shall be includable in gross income to the extent
that such amount does not exceed any such "income on the Contract,"
and (2) shall not be includable in gross income to the extent that
such amount does exceed any such "income on the Contract." If at the
time that any amount is received or deemed received there is no
"income on the Contract" (e.g., because the gross value of the
Contract does not exceed the "investment in the Contract" and no
aggregation rule applies), then such amount received or deemed
received will not be includable in gross income, and will simply
reduce the "investment in the Contract."

iv. The receipt of any amount as a loan under the Contract or the
assignment or pledge of any portion of the value of the Contract
shall be treated as an amount received for purposes of this
subparagraph a. and the next subparagraph b.

v. In general, the transfer of the Contract, without full and adequate
consideration, will be treated as an amount received for purposes of
this subparagraph a. and the next subparagraph b. This transfer rule
does not apply, however, to certain transfers of property between
spouses or incident to divorce.

B. DISTRIBUTIONS AFTER ANNUITY COMMENCEMENT DATE.

Annuity payments made periodically after the Annuity Commencement Date are
includable in gross income to the extent the payments exceed the amount
determined by the application of the ratio of the "investment in the Contract"
to the total amount of the payments to be made after the Annuity Commencement
Date (the "exclusion ratio").

i. When the total of amounts excluded from income by application of the
exclusion ratio is equal to the investment in the Contract as of the
Annuity Commencement Date, any additional payments (including
surrenders) will be entirely includable in gross income.

ii. If the annuity payments cease by reason of the death of the Annuitant
and, as of the date of death, the amount of annuity payments
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 25
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excluded from gross income by the exclusion ratio does not exceed the
investment in the Contract as of the Annuity Commencement Date, then
the remaining portion of unrecovered investment shall be allowed as a
deduction for the last taxable year of the Annuitant.

iii. Generally, nonperiodic amounts received or deemed received after the
Annuity Commencement Date are not entitled to any exclusion ratio and
shall be fully includable in gross income. However, upon a full
surrender after such date, only the excess of the amount received
(after any surrender charge) over the remaining "investment in the
Contract" shall be includable in gross income (except to the extent
that the aggregation rule referred to in the next subparagraph c. may
apply).

C. AGGREGATION OF TWO OR MORE ANNUITY CONTRACTS.

Contracts issued after October 21, 1988 by the same insurer (or affiliated
insurer) to the same Contract Owner within the same calendar year (other than
certain Contracts held in connection with a tax-qualified retirement
arrangement) will be treated as one annuity Contract for the purpose of
determining the taxation of distributions prior to the Annuity Commencement
Date. An annuity Contract received in a tax-free exchange for another annuity
Contract or life insurance Contract may be treated as a new Contract for this
purpose. ITT Hartford believes that for any annuity subject to such aggregation,
the values under the Contracts and the investment in the Contracts will be added
together to determine the taxation under subparagraph 2.a., above, of amounts
received or deemed received prior to the Annuity Commencement Date. Withdrawals
will first be treated as withdrawals of income until all of the income from all
such Contracts is withdrawn. As of the date of this Prospectus, there are no
regulations interpreting this provision.

D. 10% PENALTY TAX -- APPLICABLE TO CERTAIN WITHDRAWALS AND ANNUITY
PAYMENTS.

i. If any amount is received or deemed received on the Contract (before
or after the Annuity Commencement Date), the Code applies a penalty
tax equal to ten percent of the portion of the amount includable in
gross income, unless an exception applies.

ii. The 10% penalty tax will not apply to the following distributions
(exceptions vary based upon the precise plan involved):

1. Distributions made on or after the date the recipient has attained
the age of 59 1/2.

2. Distributions made on or after the death of the holder or where the
holder is not an individual, the death of the primary annuitant.

3. Distributions attributable to a recipient's becoming disabled.

4. A distribution that is part of a scheduled series of substantially
equal periodic payments for the life (or life expectancy) of the
recipient (or the joint lives or life expectancies of the recipient
and the recipient's Beneficiary).

5. Distributions of amounts which are allocable to the "investment in
the Contract" prior to August 14, 1982 (see next subparagraph e.).

E. SPECIAL PROVISIONS AFFECTING CONTRACTS OBTAINED THROUGH A TAX-FREE
EXCHANGE OF OTHER ANNUITY OR LIFE INSURANCE CONTRACTS PURCHASED PRIOR TO
AUGUST 14, 1982.

If the Contract was obtained by a tax-free exchange of a life insurance or
annuity Contract purchased prior to August 14, 1982, then any amount received or
deemed received prior to the Annuity Commencement Date shall be deemed to come
(1) first from the amount of the "investment in the Contract" prior to August
14, 1982 ("pre-8/14/82 investment") carried over from the prior Contract, (2)
then from the portion of the "income on the Contract" (carried over to, as well
as accumulating in, the successor Contract) that is attributable to such
pre-8/14/82 investment, (3) then from the remaining "income on the Contract" and
(4) last from the remaining "investment in the Contract." As a result, to the
extent that such amount received or deemed received does not exceed such
pre-8/14/82 investment, such amount is not includable in gross income., In
addition, to the extent that such amount received or deemed received does not
exceed the sum of (a) such pre-8/14/82 investment and (b) the "income on the
Contract" attributable thereto, such amount is not subject to the 10% penalty
tax. In all other respects, amounts received or deemed received from such post-
exchange Contracts are generally subject to the rules described in this
subparagraph 3.

F. REQUIRED DISTRIBUTIONS

i. Death of Contract Owner or Primary Annuitant

Subject to the alternative election or spouse beneficiary provisions in
ii. or iii. below:

1. If any Contract Owner dies on or after the Annuity Commencement Date
and before the entire interest in the Contract has been distributed,
the remaining portion of such interest shall be distributed at least
as rapidly as
<PAGE>
26 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

under the method of distribution being used as of the date of such
death;

2. If any Contract Owner dies before the Annuity Commencement Date, the
entire interest in the Contract will be distributed within 5 years
after such death; and

3. If the Contract Owner is not an individual, then for purposes of 1.
or 2. above, the primary annuitant under the Contract shall be
treated as the Contract Owner, and any change in the primary
annuitant shall be treated as the death of the Contract Owner. The
primary annuitant is the individual, the events in the life of whom
are of primary importance in affecting the timing or amount of the
payout under the Contract.

ii. Alternative Election to Satisfy Distribution Requirements

If any portion of the interest of a Contract Owner described in i. above
is payable to or for the benefit of a designated beneficiary, such
beneficiary may elect to have the portion distributed over a period that
does not extend beyond the life or life expectancy of the beneficiary. The
election and payments must begin within a year of the death.

iii. Spouse Beneficiary

If any portion of the interest of a Contract Owner is payable to or for
the benefit of his or her spouse, and the Annuitant or Contingent
Annuitant is living, such spouse shall be treated as the Contract Owner of
such portion for purposes of section i. above.

3. DIVERSIFICATION REQUIREMENTS.

Section 817 of the Code provides that a variable annuity Contract will not
be treated as an annuity 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
Contract is not treated as an annuity Contract, the Contract 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 Contract income on an ongoing basis. However, either the company or
the Contract Owner must agree to pay the tax due for the period during which the
diversification requirements were not met.

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

4. OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT.

In order for a variable annuity Contract to qualify for tax deferral, assets
in the segregated asset accounts supporting the variable Contract must be
considered to be owned by the insurance company and not by the variable Contract
owner. The Internal Revenue Service ("IRS") has issued several rulings which
discuss investor control. The IRS has ruled that incidents of ownership by the
Contract owner, such as the ability to select and control investments in a
separate account, will cause the Contract owner to be treated as the owner of
the assets for tax purposes.

Further, in the explanation to the temporary Section 817 diversification
regulations, the Treasury Department noted that the temporary regulations "do
not provide guidance concerning the circumstances in which investor control of
the investments of a segregated asset account may cause the investor, rather
than the insurance company, to be treated as the owner of the assets in the
account." The explanation further indicates that "the temporary regulations
provide that in appropriate cases a segregated asset account may include
multiple sub-accounts, but do not specify the extent to which policyholders may
direct their investments to particular sub-accounts without being treated as the
owners of the underlying assets. Guidance on this and other issues will be
provided in regulations or revenue rulings under Section 817(d), relating to the
definition of variable Contract." The final regulations issued under Section 817
did not provide guidance regarding investor control, and as of the date of this
prospectus, no other such guidance has been issued. Further, ITT Hartford does
not know if or in what form such guidance will be issued. In addition, although
regulations are generally issued with prospective effect, it is possible that
regulations may be issued with retroactive effect. Due to the
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 27
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lack of specific guidance regarding the issue of investor control, there is
necessarily some uncertainty regarding whether a Contract Owner could be
considered the owner of the assets for tax purposes. ITT Hartford reserves the
right to modify the Contracts, as necessary, to prevent Contract Owners from
being considered the owners of the assets in the separate accounts.
D. FEDERAL INCOME TAX WITHHOLDING
The portion of a distribution which is taxable income to the recipient will
be subject to Federal income tax withholding, pursuant to Section 3405 of the
Code. The application of this provision is summarized below:

1. NON-PERIODIC DISTRIBUTIONS.

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

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

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

The Contract may be used for a number of qualified retirement plans. If the
Contract is being purchased with respect to some form of qualified retirement
plan, please refer to Appendix I commencing on page for information relative
to the types of plans for which it may be used and the general explanation of
the tax features of such plans.
F. ANNUITY PURCHASES BY NONRESIDENT ALIENS AND FOREIGN CORPORATIONS

The discussion above provides general information regarding U.S. federal
income tax consequences to annuity 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 annuity distributions at a
30% rate, unless a lower treaty rate applies. In addition, purchasers may be
subject to state premium tax, other state and/or municipal taxes, and taxes that
may be imposed by the purchaser's country of citizenship or residence.
Prospective purchasers are advised to consult with a qualified tax advisor
regarding U.S., state, and foreign taxation with respect to an annuity purchase.

MISCELLANEOUS
WHAT ARE MY VOTING RIGHTS?

VOTING RIGHTS

ITT Hartford is the legal owner of all Fund shares held in the Separate
Account. As the owner, HL has the right to vote at the Funds' shareholder
meetings. However, to the extent required by federal securities laws or
regulations, ITT Hartford will:

1. Vote all Fund shares attributable to a Contract according to instructions
received from the Contract Owner, and

2. Vote shares attributable to a Contract for which no voting instructions
are received in the same portion as shares for which instructions are
received.

If any federal securities laws or regulations, or their present
interpretation change to permit ITT Hartford to vote Fund shares in its own
right, ITT Hartford may elect to do so.

ITT Hartford will notify you of any Fund shareholders' meeting if the shares
held for your account may be voted at such meetings. ITT Hartford will also send
proxy materials and a form of instruction by means of which you can instruct ITT
Hartford with respect to the voting of the Fund shares held for your account.

In connection with the voting of Fund shares held by it, ITT Hartford will
arrange for the handling and tallying of proxies received from Contract Owners.
ITT Hartford as such, shall have no right, except as hereinafter provided, to
vote any Fund shares held by it hereunder which may be registered in its name or
the names of its nominees. ITT Hartford will, however, vote the Fund shares held
by it in accordance with the instructions received from the Contract Owners for
whose accounts the Fund shares are held. If a Contract Owner desires to attend
any meeting at which shares held for the Contract Owner's benefit may be voted,
the Contract Owner may request ITT Hartford to furnish a proxy or otherwise
arrange for the exercise of voting rights with respect to the Fund shares held
for such Contract Owner's account. ITT Hartford will vote shares for which no
instructions have been given and shares which are not
<PAGE>
28 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

attributable to Contract Owners (i.e. shares owned by ITT Hartford) in the same
proportion as it votes shares of that Fund for which it has received
instructions. During the Annuity period under a Contract the number of votes
will decrease as the assets held to fund Annuity benefits decrease.
WILL OTHER CONTRACTS BE
PARTICIPATING IN THE
SEPARATE ACCOUNT?
In addition to the Contracts described in this Prospectus, it is
contemplated that other forms of group or individual Variable Annuities may be
sold providing benefits which vary in accordance with the investment experience
of the Separate Account.
HOW ARE THE CONTRACTS SOLD?

Hartford Securities Distribution Company, Inc. ("HSD") serves as Principal
Underwriter for the securities issued with respect to the Separate Account. HSD
is a wholly-owned subsidiary of Hartford Life. The principal business address of
HSD is the same as Hartford Life.

The securities will be sold by salesperson of HSD who represent Hartford
Life as insurance and variable annuity agents and who are registered
representatives of Broker-Dealers who have entered into distribution agreements
with HSD.

HSD is registered with the Commission under the Securities and Exchange Act
of 1934 as a Broker-Dealer and is a member of the National Association of
Securities Dealers, Inc.

Commissions will be paid by Hartford Life and will not be more than 6% of
Premium Payments.

From time to time, Hartford Life may pay or permit other promotional
incentives, in cash or credit or other compensation.
WHO IS THE CUSTODIAN OF
THE SEPARATE ACCOUNT'S ASSETS?

The assets of the Separate Account are held by ITT Hartford under a
safekeeping arrangement.
ARE THERE ANY MATERIAL LEGAL PROCEEDINGS AFFECTING THE SEPARATE ACCOUNT?

No.
ARE YOU RELYING ON ANY EXPERTS AS TO ANY PORTION OF THIS PROSPECTUS?

The financial statements 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 on the
authority of said firm as experts in accounting and auditing in giving said
report. Reference is made to said report of ITT Hartford Life and Annuity
Insurance Company (the depositor), which includes an explanatory paragraph with
respect to changing the valuation method in determining aggregate reserves for
future benefits. The principal business address of Arthur Andersen LLP is One
Financial Plaza, Hartford, Connecticut 06103.
HOW MAY I GET ADDITIONAL INFORMATION?

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

ITT Hartford Life and Annuity Insurance Company
Attn: Individual Annuity Operations
P.O. Box 5085
Hartford, Connecticut 06102-5085
Telephone: (800) 862-6668
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 29
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APPENDIX I

INFORMATION REGARDING TAX-QUALIFIED PLANS

The tax rules applicable to tax qualified Contract owners, including
restrictions on contributions and distributions, taxation of distributions and
tax penalties, vary according to the type of plan as well as the terms and
conditions of the plan itself. Various tax penalties may apply to contributions
in excess of specified limits, to distributions in excess of specified limits,
distributions which do not satisfy certain requirements and certain other
transactions with respect to qualified plans. Accordingly, this summary provides
only general information about the tax rules associated with use of the Contract
by a qualified plan. Contract owners, plan participants and beneficiaries are
cautioned that the rights and benefits of any person to benefits are controlled
by the terms and conditions of the plan regardless of the terms and conditions
of the Contract. Some qualified plans are subject to distribution and other
requirements which are not incorporated into ITT Hartford's administrative
procedures. Owners, participants and beneficiaries are responsible for
determining that contributions, distributions and other transactions comply with
applicable law. Because of the complexity of these rules, owners, participants
and beneficiaries are encouraged to consult their own tax advisors as to
specific tax consequences.
A. QUALIFIED PENSION PLANS

Provisions of the Code permit eligible employers to establish pension or
profit sharing plans (described in Section 401(a) and 401(k), if applicable, and
exempt from taxation under Section 501(a) of the Code), and Simplified Employee
Pension Plans (described in Section 408(k)). Such plans are subject to
limitations on the amount that may be contributed, the persons who may be
eligible and the time when distributions must commence. Corporate employers
intending to use these Contracts in connection with such plans should seek
competent advice.
B. TAX SHELTERED ANNUITIES UNDER SECTION 403(B)

Section 403(b) of the Code permits public school employees and employees of
certain types of charitable, educational and scientific organizations specified
in Section 501(c)(3) of the Code to purchase annuity Contracts, and, subject to
certain limitations, exclude such contributions from gross income. Generally,
such contributions may not exceed the lesser of $9,500 or 20% of the employees
"includable compensation" for his most recent full year of employment, subject
to other adjustments. Special provisions may allow some employees to elect a
different overall limitation.

Tax-sheltered annuity programs under Section 403(b) are subject to a
PROHIBITION AGAINST DISTRIBUTIONS FROM THE CONTRACT ATTRIBUTABLE TO
CONTRIBUTIONS MADE PURSUANT TO A SALARY REDUCTION AGREEMENT unless such
distribution is made:

(1) after the participating employee attains age 59 1/2;

(2) upon separation from service;

(3) upon death or disability, or

(4) in the case of hardship.

The above restrictions apply to distributions of employee contributions made
after December 31, 1988, earnings on those contributions, and earnings on
amounts attributable to employee contributions held as of December 31, 1988.
They do not apply to distributions of any employer or other after-tax
contributions, employee contributions made on or before December 31, 1988, and
earnings credited to employee contributions before December 31, 1988.
C. DEFERRED COMPENSATION PLANS UNDER SECTION 457

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

An employee electing to participate in a plan should understand that his
rights and benefits are governed strictly by the terms of the plan, that the
employer is legal owner of any Contract issued with respect to the plan and that
deferred amounts will be subject to the claims of the employer's creditors. The
employer as owner of the Contract(s) retains all voting and redemption rights
which may accrue to the Contract(s) issued with respect to the plan. The
participating employee should look to the terms
<PAGE>
30 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

of his plan for any charges in regard to participating therein other than those
disclosed in this Prospectus.

Distributions from a Section 457 Deferred Compensation Plan are prohibited
unless made after the participating employee attains the age specified in the
plan, separates from service, dies, becomes permanently and totally disabled or
suffers an unforeseeable financial emergency. Present federal tax law does not
allow tax-free transfers or rollovers for amounts accumulated in a Section 457
plan except for transfers to other Section 457 plans in limited cases.
D. INDIVIDUAL RETIREMENT ANNUITIES UNDER SECTION 408

Section 408 of the Code permits eligible individuals to establish individual
retirement programs through the purchase of Individual Retirement Annuities
("IRAs"). IRAs are subject to limitations on the amount that may be contributed,
the contributions that may be deducted from taxable income, the persons who may
be eligible and the time when distributions may commence. Also, distributions
from certain qualified plans may be "rolled-over" on a tax-deferred basis into
an IRA.
E. TAX PENALTIES

Distributions from retirement plans are generally taxed under Section 72 of
the Code. Under these rules, a portion of each distribution may be excludable
from income. The excludable amount is the portion of the distribution which
bears the same ratio as the after-tax contributions bear to the expected return.

1. PREMATURE DISTRIBUTION

Distributions from a qualified plan before the Participant attains age
59 1/2 are generally subject to an additional tax equal to 10% of the taxable
portion of the distribution. The 10% penalty does not apply to distributions
made after the employee's death, on account of disability and distributions in
the form of a life annuity and, except in the case of an IRA, certain
distributions after separation from service at or after age 55 and certain
distributions for eligible medical expenses. A life annuity is defined as a
scheduled series of substantially equal periodic payments for the life or life
expectancy of the Participant (or the joint lives or life expectancies of the
Participant and Beneficiary).

2. MINIMUM DISTRIBUTION TAX

If the amount distributed is less than the minimum required distribution for
the year, the Participant is subject to a 50% tax on the amount that was not
properly distributed.

An individual's interest in a retirement plan must generally be distributed
or begin to be distributed not later than April 1 of the calendar year in which
the individual attains age 70 1/2 ("required beginning date"). The required
beginning date with respect to certain government plans may be further deferred.
The entire interest of the Participant must be distributed beginning no later
than this required beginning date over a period which may not extend beyond a
maximum of the life expectancy of the Participant and a designated Beneficiary.
Each annual distribution must equal or exceed a "minimum distribution amount"
which is determined by dividing the account balance by the applicable life
expectancy. This account balance is generally based upon the account value as of
the close of business on the last day of the previous calendar year. In
addition, minimum distribution incidental benefit rules may require a larger
annual distribution.

If an individual dies before reaching his or her required beginning date,
the individual's entire interest must generally be distributed within five years
of the individuals' death. However, this rule will be deemed satisfied, if
distributions begin before the close of the calendar year following the
individual's death to a designated Beneficiary (or over a period not extending
beyond the life expectancy of the beneficiary). If the Beneficiary is the
individual's surviving spouse, distributions may be delayed until the individual
would have attained age 70 1/2.

If an individual dies after reaching his or her required beginning date or
after distributions have commenced, the individual's interest must generally be
distributed at least as rapidly as under the method of distribution in effect at
the time of the individual's death.

3. EXCESS DISTRIBUTION TAX

If the aggregate distributions from all IRAs and certain other qualified
plans in a calendar year exceed the greater of (i) $150,000, or (ii) $112,500 as
indexed for inflation ($155,000 as of January 1, 1996), a penalty tax of 15% is
generally imposed on the excess portion of the distribution.

4. WITHHOLDING

Periodic distributions from a qualified plan lasting for a period of 10 or
more years are generally subject to voluntary income tax withholding. The
recipient of periodic distributions may generally elect not to have withholding
apply or to have income taxes withheld at a different rate by providing a
completed election form. Otherwise, the amount withheld on such distributions is
determined at the rate applicable to wages as if the recipient were married
claiming three exemptions.

Nonperiodic distributions from an IRA are subject to income tax withholding
at a flat 10% rate. The recipient may elect not to have withholding apply.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 31
- --------------------------------------------------------------------------------

Nonperiodic distributions from other qualified plans are generally subject
to mandatory income tax withholding at the flat rate of 20% unless such
distributions are:

(1) the non-taxable portion of the distribution;

(2) required minimum distributions;

(3) eligible rollover distributions.

Eligible rollover distributions are direct payments to an IRA or to another
qualified employer plan.

Any distribution from plans described in Section 457 of the Code is subject
to regular wage withholding rules.
- ---------------------------------------------------

<PAGE>
32 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

TABLE OF CONTENTS
TO
STATEMENT OF ADDITIONAL INFORMATION

<TABLE>
<CAPTION>
PAGE
SECTION NO.
------------------------------------------------------------------------ ----
<S> <C>
INTRODUCTION............................................................
DESCRIPTION OF ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY..........
SAFEKEEPING OF ASSETS...................................................
INDEPENDENT PUBLIC ACCOUNTANTS..........................................
DISTRIBUTION OF CONTRACTS...............................................
ANNUITY PERIOD..........................................................
A. Annuity Payments..................................................
B. Electing the Annuity Commencement Date and Form of Annuity........
C. Optional Annuity Forms............................................
Option 1: Life Annuity..........................................
Option 2: Life Annuity With 120, 180 or 240 Monthly.............
Payments Certain............................................
Option 3: Joint and Last Survivor Annuity.......................
Option 4: Payments for a Designated Period......................
D. The Annuity Unit and Valuation....................................
E. Determination of Amount of First Monthly Annuity Payment--Fixed
and Variable.........................................................
F. Amount of Second and Subsequent Monthly Annuity Payments..........
G. Date and Time of Annuity Payments.................................
CALCULATION OF YIELD AND RETURN.........................................
PERFORMANCE COMPARISONS.................................................
FINANCIAL STATEMENTS....................................................
</TABLE>

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

SECTION 403(B)(11) ACKNOWLEDGMENT FORM

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

a. attained age 59 1/2

b. terminated employment

c. died, or

d. become disabled.

Distributions of post December 31, 1988 contributions may also be made if you
have experienced a financial hardship.

Also, there may be a 10% penalty tax for distributions made because of financial
hardship or separation from service.

Also, please be aware that your 403(b) Plan may also offer other financial
alternatives other than the ITT Hartford variable annuity. Please refer to your
Plan.

Please complete the following and return to:

ITT Hartford Life and Annuity Insurance Company
Attn: Individual Annuity Operations
P.O. Box 5085
Hartford, Connecticut 06102-5085

Name of Contract Owner/Participant:
- -------------------------------------------------------------------------
Address:
- --------------------------------------------------------------------------------
City or Plan/School District:
- --------------------------------------------------------------------------------
Date:
- --------------------------------------------------------------------------------
Contract No:
- --------------------------------------------------------------------------------
Signature:
- --------------------------------------------------------------------------------
<PAGE>
To Obtain a Statement of Additional Information, please complete the form
below and mail to:

ITT Hartford Life and Annuity Insurance Company
Attn: Individual Annuity Operations
P.O. Box 5085
Hartford, Connecticut 06102-5085

Please send a Statement of Additional Information for the Director to me at
the following address:
- ----------------------------------------------------
Name

- ------------------------------------------------------------------
Address

- ------------------------------------------------------------------
City/State Zip Code
<PAGE>

PART B

STATEMENT OF ADDITIONAL INFORMATION

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT ONE

This Statement of Additional Information is not a prospectus. The information
contained herein should be read in conjunction with the Prospectus.

To obtain a Prospectus, send a written request to ITT Hartford Life and Annuity
Insurance Company, Attn: Annuity Marketing Services, P.O. Box 5085, Hartford,
Connecticut 06102-5085.

Date of Prospectus: May 1, 1996

Date of Statement of Additional Information: May 1, 1996

<PAGE>

TABLE OF CONTENTS

SECTION PAGE
- ------- ----

INTRODUCTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

DESCRIPTION OF ITT HARTFORD LIFE AND ANNUITY INSURANCE
COMPANY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

SAFEKEEPING OF ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . .

INDEPENDENT PUBLIC ACCOUNTANTS. . . . . . . . . . . . . . . . . . . . . . .

DISTRIBUTION OF CONTRACTS . . . . . . . . . . . . . . . . . . . . . . . . .

ANNUITY PERIOD. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

A. Annuity Payments. . . . . . . . . . . . . . . . . . . . . . . . .
B. Electing the Annuity Commencement Date and Form of Annuity. . . .
C. Optional Annuity Forms. . . . . . . . . . . . . . . . . . . . . .
D. The Annuity Unit and Valuation. . . . . . . . . . . . . . . . . .
E. Determination of Amount of First Monthly Annuity
Payment-Fixed and Variable. . . . . . . . . . . . . . . . . . .
F. Amount of Second and Subsequent Monthly Annuity Payments. . . . .
G. Date and Time of Annuity Payments . . . . . . . . . . . . . . . .

CALCULATION OF YIELD AND RETURN . . . . . . . . . . . . . . . . . . . . . .

PERFORMANCE COMPARISONS . . . . . . . . . . . . . . . . . . . . . . . . . .

FINANCIAL STATEMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . . .

<PAGE>

INTRODUCTION

The individual and group tax deferred variable annuity contracts described in
the Prospectus are designed to provide Annuity benefits to individuals who have
established or wish to establish retirement programs which may or may not
qualify for special federal income tax treatment. The Annuitant under these
Contracts may receive Annuity benefits in accordance with the Annuity option
selected and the retirement program, if any, under which the Contracts have been
purchased. Annuity payments under a Contract will begin on a particular future
date which may be selected at any time under the Contract or automatically when
the Annuitant reaches age 90 except in certain states where deferral past age 85
is not permitted. There are several alternative annuity payment options
available under the Contract (see "Optional Annuity Forms," commencing on
page __).

The Premium Payments under a Contract, less any applicable Premium Taxes, will
be applied to the Separate Account and/or the Fixed Account. Accordingly, the
net Premium Payment under the Contract will be applied to purchase interests in
one or more of the Hartford Advisers Fund, Hartford Bond Fund, Hartford Capital
Appreciation Fund, Hartford Dividend and Growth Fund, Hartford Index Fund,
Hartford International Advisers Fund, Hartford International Opportunities Fund,
Hartford Mortgage Securities Fund, Hartford Stock Fund and HVA Money Market Fund
Sub-Accounts.

Shares of the Funds are purchased by the Separate Account without the imposition
of a sales charge. The value of a Contract depends on the value of the shares
of the Fund held by the Separate Account pursuant to that Contract. As a
result, the Contract Owner bears the investment risk since market value of the
shares may increase or decrease.

There is no assurance that the value of the Contract Owner's Contract at any
time will equal or exceed the Premium Payments made. However, if the Annuitant
or Contract Owner dies before the Annuity Commencement Date, the Contracts
provide that a death benefit equal to the value of the Contract as of the date
due proof of death is received by ITT Hartford Life and Annuity Insurance
Company ("ITT Hartford") shall be payable. This amount is the greater of (a)
the Contract Value on the date of receipt of due proof of death by ITT Hartford,
or (b) 100% of the total Premium Payments made to such Contract, reduced by any
prior surrenders, or (c) the Maximum Anniversary Value. (See "Death Benefits"
commencing on page __ of the Prospectus).

DESCRIPTION OF ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY

ITT Hartford Life and Annuity Insurance Company ("ITT Hartford"), formerly ITT
Life Insurance Corporation, was originally incorporated under the laws of
Wisconsin on January 9, 1956. ITT Hartford was redomiciled to Connecticut on
May 1, 1996. It is a stock life insurance company engaged in the business of
writing both individual and group life insurance and annuities in all states
including the District of Columbia, except New York. The offices of ITT
Hartford are located in Minneapolis, Minnesota; however, its mailing address is
P.O. Box 5085, Hartford, Connecticut 06102-5085.

<PAGE>
-2-

ITT Hartford is a wholly owned subsidiary of Hartford Life Insurance Company.
ITT Hartford is ultimately 100% owned by Hartford Fire Insurance Company, one of
the largest multiple lines insurance carriers in the United States. On December
20, 1995, Hartford Fire Insurance Company became an independent, publicly traded
corporation.

ITT Hartford is rated A+ (superior) by A.M. Best and Company, Inc. on the basis
of its financial soundness and operating performance. ITT Hartford is rated AA+
by both Standard & Poor's and Duff and Phelps on the basis of its claims paying
ability.

These ratings do not apply to the Separate Account. However, the contractual
obligations under this variable annuity are the general corporate obligations of
ITT Hartford. These ratings do apply to ITT Hartford's ability to meet its
insurance obligations under the contract.

SAFEKEEPING OF ASSETS

The assets of the Separate Account are held by ITT Hartford under a safekeeping
arrangement.

INDEPENDENT PUBLIC ACCOUNTANTS

Arthur Andersen LLP, One Financial Plaza, Hartford, Connecticut 06103,
independent public accountants, will perform an annual audit of the Separate
Account. The financial statements and schedules included in this Statement of
Additional Information and elsewhere in the Registration Statement have been
audited by Arthur Andersen LLP as indicated in their reports with respect
thereto and are included herein in reliance upon the authority of said firm as
experts in accounting and auditing in giving said report. Reference is made
to said report of ITT Hartford Life and Annuity Insurance Company (the
depositor), which includes an explanatory paragraph with respect to changing the
valuation method in determining aggregate reserves for future benefits.

DISTRIBUTION OF CONTRACTS

Hartford Securities Distribution Company, Inc. ("HSD") serves as Principal
Underwriter for the securities issued with respect to the Separate Account.

HSD is a wholly-owned subsidiary of Hartford Life Insurance Company. The
principal business address of HSD is the same as ITT Hartford.

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

HSD is registered with the Securities and Exchange Commission under the
Securities and Exchange Act of 1934 as a Broker-Dealer and is a member of the
National Association of Securities Dealers, Inc. ("NASD").

Prior to June 26, 1995, the Principal Underwriter for the Separate Account was
Hartford Equity Sales Company, Inc., an NASD member Broker-Dealer.

<PAGE>
-3-

The offering of the Separate Account contracts is continuous.

ANNUITY PERIOD

A. Annuity Payments

Variable Annuity payments are determined on the basis of (1) a mortality table
set forth in the Contracts and the type of Annuity payment option selected, and
(2) the investment performance of the investment medium selected. Fixed Account
Annuity payments are based on the Annuity tables contained in the Contracts, and
will remain level for the duration of the Annuity.

The amount of the Annuity payments will not be affected by adverse mortality
experience or by an increase in expenses in excess of the expense deduction for
which provision has been made (see "Charges Under the Contracts," commencing on
page __ of the Prospectus).

For a Variable Annuity the Annuitant will be paid the value of a fixed number of
Annuity Units each month. The value of such units and the amounts of the
monthly Variable Annuity payments will, however, reflect investment income
occurring after retirement, and thus the Variable Annuity payments will vary
with the investment experience of the Fund shares selected.

B. Electing the Annuity Commencement Date and Form of Annuity

The Contract Owner selects an Annuity Commencement Date and an Annuity option
which may be on a fixed or variable basis, or a combination thereof. The
Annuity Commencement Date will not be deferred beyond the Annuitant's 90th
birthday, except in certain states where deferral past age 85 is not permitted.

The Contract contains the five optional Annuity forms described below. Options
2, 4 and 5 are available with respect to Qualified Contracts only if the
guaranteed payment period is less than the life expectancy of the Annuitant at
the time the option becomes effective. Such life expectancy shall be computed
on the basis of the mortality table prescribed by the Internal Revenue Service,
or if none is prescribed, the mortality table then in use by ITT Hartford.

With respect to Non-Qualified Contracts, if you do not elect otherwise, payments
will automatically begin at the Annuitant's age 90 (with the exception of states
that do not allow deferral past age 85) under Option 2 with 120 monthly payments
certain.

For Qualified Contracts and Contracts issued in Texas, if you do not elect
otherwise, payments will begin automatically at the Annuitant's age 90 under
Option 1 to provide a life Annuity.

<PAGE>
-4-

When an Annuity is effected under a Contract, unless otherwise specified,
variable values will be applied to provide a Variable Annuity based on Contract
Values as they are held in the various Sub-Accounts under the Contracts. Fixed
Account Contract Values will be applied to provide a Fixed Account Annuity. The
Contract Owner should consider the question of allocation of Contract Values
among Sub-Accounts of the Separate Account and the General Account of ITT
Hartford to make certain that Annuity payments are based on the investment
alternative best suited to the Contract Owner's needs for retirement.

If at any time Annuity payments with respect to a Variable or a Fixed Account
Annuity or a combination of the two are or become less than $50.00 per payment,
ITT Hartford has the right to change the frequency of payment to such intervals
as will result in Annuity payments of at least $50.00. For New York contracts
the minimum payment is $20.00.

There may be other annuity options available offered by ITT Hartford from time
to time.

C. Optional Annuity Forms

OPTION 1: Life Annuity

A life Annuity is an Annuity payable during the lifetime of the Annuitant and
terminating with the last monthly payment preceding the death of the Annuitant.
This option offers the maximum level of monthly payments of any of the life
Annuity options since there is no guarantee of a minimum number of payments nor
a provision for a death benefit payable to a Beneficiary.

OPTION 2: Life Annuity with 120, 180 or 240 Monthly Payments Certain

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

ILLUSTRATION OF ANNUITY PAYMENTS
INDIVIDUAL AGE 65, LIFE ANNUITY
WITH 120 PAYMENTS CERTAIN
----------------------------------

1. Net amount applied . . . . . . . . . . . . . . . . . . 13,978.25
2. Initial monthly income per $1,000 of payment applied . 6.24
3. Initial monthly payment (1x2-1,000). . . . . . . . . . 87.22

<PAGE>
-5-

4. Annuity Unit value . . . . . . . . . . . . . . . . . . .953217
5. Number of monthly Annuity Units (3-4). . . . . . . . . 91.501
6. Assume Annuity Unit value for second month equal to. . .963723
7. Second monthly payment (6x5) . . . . . . . . . . . . . 88.18
8. Assume Annuity Unit value for third month equal to . . .964917
9. Third monthly payment (8x5). . . . . . . . . . . . . . 88.29

For the purpose of this illustration, purchase is assumed to have been made on
the fifth business day preceding the first payment date. In determining the
second and subsequent payments, the Annuity Unit value of the fifth business day
preceding the Annuity due date is used.

OPTION 3: Joint and Last Survivor Annuity

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

OPTION 4: Payments for a Designated Period

An amount payable monthly for the number of years selected which may be from 5
to 30 years. Under this option, you may, at any time, surrender the contract
and receive, within seven days, the Termination Value of the contract.

In the event of the Annuitant's death prior to the end of the designated period,
the present value as of the date of the Annuitant's death, of the current dollar
amount of any remaining guaranteed monthly payments will be paid in one sum to
the Beneficiary or Beneficiaries designated.

Option 4 is an option that does not involve life contingencies and thus no
mortality guarantee. Charges made for the mortality undertaking under the
contracts thus provide no real benefit to a Contract Owner.

OPTION 5: Death Benefit Remaining with ITT Hartford

Proceeds from the Death Benefit may be left with ITT Hartford for a period not
to exceed five years from the date of the Contract Owner's death prior to the
Annuity Commencement Date will remain in the Sub-Account(s) to which they were
allocated at the time of death unless the Beneficiary elects to reallocate them.
Full or partial withdrawals may be made at any time. In the event of
withdrawals, the remaining value will equal the Contract Value of the proceeds
left with ITT Hartford, minus any withdrawals. Contingent Deferred Sales
Charges, if applicable, will also be applied to all withdrawals. For purposes
of determining this charge, the original Contract Date

<PAGE>
-6-

of this Contract will be used.
________________________________________________________________________________

Under any of the Annuity options above, excluding Option 4, no surrenders are
permitted after Annuity payments commence. Only full surrenders are allowed out
of Option 4 and any such surrender will be subject to contingent deferred
charges, if applicable.
________________________________________________________________________________

D. The Annuity Unit and Valuation

The value of the Annuity Unit for each Sub-Account in the Separate Account for
any day is determined by multiplying the value for the preceding day by the
product of (1) the net investment factor (see page 11 of the Prospectus) for the
day for which the Annuity Unit value is being calculated, and (2) a factor to
neutralize the assumed investment rate of 5.00% per annum discussed in Section
E. below.

ILLUSTRATION OF CALCULATION OF ANNUITY UNIT VALUE
-------------------------------------------------

1. Net Investment Factor for period . . . . . . . . . . . 1.011225
2. Adjustment for 5% Assumed Rate of Investment Return. . .999892
3. 2x1. . . . . . . . . . . . . . . . . . . . . . . . . . 1.011116
4. Annuity Unit value, beginning of period. . . . . . . . .995995
5. Annuity Unit value, end of period (3x4). . . . . . . . 1.007066

E. Determination of Amount of First Monthly Annuity Payment-Fixed and Variable

When Annuity payments are to commence, the value of the contract is determined
as the sum of the value of the Fixed Account no earlier than the close of
business on the fifth Valuation Day preceding the date the first Annuity payment
is due plus the product of the value of the Accumulation Unit of each
Sub-Account on that same day, and the number of Accumulation Units credited to
each Sub-Account as of the date the Annuity is to commence.

The Contract contains tables indicating the minimum dollar amount of the first
monthly payment under the optional forms of Annuity for each $1,000 of value of
a Sub-Account under a Contract. The first monthly payment varies according to
the form and type of Annuity selected. The Contracts contains Annuity tables
derived from the 1983a Individual Annuity Mortality table with ages set back one
year with an assumed investment rate ("A.I.R.") of 5% per annum. The total
first monthly Variable Annuity payment is determined by multiplying the value
(expressed in thousands of dollars) of a Sub-Account (less any applicable
Premium Taxes) by the amount of the first monthly payment per $1,000 of value
obtained from the tables in the Contracts.

Fixed Account Annuity payments are determined at annuitization by multiplying
the values allocated to the Fixed Account by a rate to be determined by ITT
Hartford which is no less than the rate specified in the Annuity tables in the
Contract. The Annuity payment will remain level for the duration of the
Annuity.

<PAGE>
-7-

F. Amount of Second and Subsequent Monthly Variable Annuity Payments

The amount of the first monthly Variable Annuity payment, determined as
described above, is divided by the value of an Annuity Unit for the appropriate
Sub-Account no earlier than the close of business on the fifth Valuation Day
preceding the day on which the payment is due in order to determine the number
of Annuity Units represented by the first payment. This number of Annuity Units
remains fixed during the Annuity Period, and in each subsequent month the dollar
amount of the Variable Annuity payment is determined by multiplying this fixed
number of Annuity Units by the then current Annuity Unit value.

Level Variable Annuity Payments would be produced if the investment rate
remained constant and equal to the A.I.R. In fact, payments will vary up or
down as the investment rate varies up or down from the A.I.R.

G. Date and Time of Annuity Payments

The Annuity payments will be made on the fifteenth day of each month following
selection. The Annuity Unit value used in calculating the amount of the
Variable Annuity payments will be based on an Annuity Unit value determined as
of the close of business on a day no earlier than the fifth Valuation Day
preceding the date of the Annuity payment.

CALCULATION OF YIELD AND RETURN

YIELD OF THE HVA MONEY MARKET FUND AND U.S. GOVERNMENT MONEY MARKET FUND
SUB-ACCOUNTS. As summarized in the Prospectus under the heading "Performance
Related Information," the yield of the HVA Money Market Fund and U.S. Government
Money Market Fund Sub-Accounts for a seven day period (the "base period") will
be computed by determining the "net change in value" (calculated as set forth
below) of a hypothetical account having a balance of one share at the beginning
of the period, dividing the net change in account value by the value of the
account at the beginning of the base period to obtain the base period return,
and multiplying the base period return by 365/7 with the resulting yield figure
carried to the nearest hundredth of one percent. Net changes in value of a
hypothetical account will include net investment income of the account (accrued
daily dividends as declared by the underlying funds, less daily expense charges
of the account) for the period, but will not include realized gains or losses or
unrealized appreciation or depreciation on the underlying fund shares.

The HVA Money Market Fund and U.S. Government Money Market Fund Sub-Accounts'
yield and effective yield will vary in response to fluctuations in interest
rates and in the expenses of the two Sub-Accounts.

THE CURRENT YIELD AND EFFECTIVE YIELD REFLECT RECURRING CHARGES ON THE SEPARATE
ACCOUNT LEVEL, INCLUDING THE MAXIMUM ANNUAL POLICY FEE.

<PAGE>
-8-

HVA MONEY MARKET FUND SUB-ACCOUNT

The yield and effective yield for the seven day period ending December 31, 1995
is as follows:

($30 annual policy fee)

Yield 4.03%
Effective Yield 4.11%

U.S. GOVERNMENT MONEY MARKET FUND SUB-ACCOUNT

The yield and effective yield for the seven day period ending December 31, 1995
is as follows:

($30 annual policy fee)

Yield 3.72%
Effective Yield 3.79%

YIELDS OF BOND FUND AND MORTGAGE SECURITIES FUND SUB-ACCOUNTS. As summarized in
the Prospectus under the heading "Performance Related Information," yields of
these two Sub-Accounts will be computed by annualizing a recent month's net
investment income, divided by a Fund share's net asset value on the last trading
day of that month. Net changes in the value of a hypothetical account will
assume the change in the underlying mutual fund's "net asset value per share"
for the same period in addition to the daily expense charge assessed, at the
sub-account level for the respective period. The Bond Fund and Mortgage
Securities Fund Sub-Accounts' yields will vary from time to time depending upon
market conditions and, the composition of the underlying funds' portfolios.
Yield should also be considered relative to changes in the value of the
Sub-Accounts' shares and to the relative risks associated with the investment
objectives and policies of the Bond Fund and Mortgage Securities Fund.

The yield reflects recurring charges on the Separate Account level, including
the annual policy fee.

BOND FUND SUB-ACCOUNT

Yield calculations of the Sub-Account used for illustration purposes reflect the
interest earned by the Sub-Account, less applicable asset charges assessed
against a Contract Owner's account over the base period. The following is the
method used to determine the yield for the 30 day period ended December 31,
1995.

Example:

Current Yield Formula for the Sub-Account
2*[((A-B)/(C*D) + 1) (6) - 1]

<PAGE>
-9-

Where A = Dividends and interest earned during the period.
B = Expenses accrued for the period (net of reimbursements).
C = The average daily number of units outstanding during
the period that were entitled to receive dividends.
D = The maximum offering price per unit on the last day of the period.

Yield = 5.15%

MORTGAGE SECURITIES FUND SUB-ACCOUNT

Example:

Current Yield Formula for the Sub-Account
2*[((A-B)/(C*D) + 1) (6) - 1]

Yield = 5.58%

At any time in the future, yields and total return may be higher or lower than
past yields and there can be no assurance that any historical results will
continue.

The method of calculating yields described above for these Sub-Accounts differs
from the method used by the Sub-Accounts prior to May 1, 1988. The denominator
of the fraction used to calculate yield was previously the average unit value
for the period calculated. That denominator will hereafter be the unit value of
the Sub-Accounts on the last trading day of the period calculated.

CALCULATION OF TOTAL RETURN. As summarized in the Prospectus under the heading
"Performance Related Information", total return is a measure of the change in
value of an investment in a Sub-Account over the period covered. The formula
for total return used herein includes three steps: (1) calculating the value of
the hypothetical initial investment of $1,000 as of the end of the period by
multiplying the total number of units owned at the end of the period by the unit
value per unit on the last trading day of the period by the unit value per unit
on the last trading day of the period; (2) assuming redemption at the end of the
period and deducting any applicable

<PAGE>
-10-

contingent deferred sales charge and (3) dividing this account value for the
hypothetical investor by the initial $1,000 investment and annualizing the
result for periods of less than one year. Total return will be calculated for
one year, five years and ten years or some other relevant periods if a
Sub-Account has not been in existence for at least ten years.

PERFORMANCE COMPARISONS

YIELD AND TOTAL RETURN. Each Sub-Account may from time to time include its
total return in advertisements or in information furnished to present to
prospective shareholders. Each Sub-Account may from time to time include its
yield and total return in advertisements or information furnished to present to
prospective shareholders. Each Sub-Account may from time to time include in
advertisements its total return (and yield in the case of certain Sub-Accounts)
the ranking of those performance figures relative to such figures for groups of
other annuities analyzed by Lipper Analytical Services as having the same
investment objectives.

The total return and yield may also be used to compare the performance of the
Sub-Accounts against certain widely acknowledged outside standards or indices
for stock and bond market performance. The Standard & Poor's Composite Index of
500 Stocks (the "S&P 500") is a market value-weighted and unmanaged index
showing the changes in the aggregate market value of 500 stocks relative to the
base period 1941-43. The S&P 500 is composed almost entirely of common stocks
of companies listed on the New York Stock Exchange, although the common stocks
of a few companies listed on the American Stock Exchange or traded
over-the-counter are included. The 500 companies represented include 400
industrial, 60 transportation and 40 financial services concerns. The S&P 500
represents about 80% of the market value of all issues traded on the New York
Stock Exchange.

The NASDAQ-OTC Price Index (The "NASDAQ Index") is a market value-weighted and
unmanaged index showing the changes in the aggregate market value of
approximately 3,500 stocks relative to the base measure of 100.00 on February 5,
1971. The NASDAQ Index is composed entirely of common stocks of companies
traded over-the-counter and often through the National Association of Securities
Dealers Automated Quotations ("NASDAQ") system. Only those over-the-counter
stocks having only one market maker or traded on exchanges are excluded.

The Morgan Stanley Capital International EAFE Index (the "EAFE Index") is an
unmanaged index, which includes over 1,000 companies representing the stock
markets of Europe, Australia, New Zealand, and the Far East. The EAFE Index is
weighted by market capitalization, and therefore, it has a heavy representation
in countries with large stock markets, such as Japan.

The Shearson Lehman Government Bond Index (the "SL Government Index") is a
measure of the market value of all public obligations of the U.S. Treasury; all
publicly issued debt of all agencies of the U.S. Government and all
quasi-federal corporations; and all corporate debt guaranteed by the U.S.
Government. Mortgage backed securities, flower bonds and foreign targeted
issues are

<PAGE>
-11-

not included in the SL Government Index.

The Shearson Lehman Government/Corporate Bond Index (the "SL
Government/Corporate Index") is a measure of the market value of approximately
5,300 bonds with a face value currently in excess of $1.3 trillion. To be
included in the SL Government/Corporate Index, an issue must have amounts
outstanding in excess of $1 million, have at least one year to maturity and be
rated "Baa" or higher ("investment grade") by a nationally recognized rating
agency.

The Composite Index for Hartford Advisers Fund is comprised of the S&P 500
(55%), the Lehman Government/Corporate Bond Index (35%), both mentioned above,
and 90 Day U.S. Treasury Bills (10%).

The manner in which total return and yield will be calculated for public use is
described above.

The following table summarizes the calculation of total return and yield for
each Sub-Account, where applicable, through December 31, 1995.

<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT ONE AND TO THE
OWNERS OF UNITS OF INTEREST THEREIN:

We have audited the accompanying statement of assets & liabilities of ITT
Hartford Life & Annuity Insurance Company Separate Account One (the Account) as
of December 31, 1995, 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.

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 ITT Hartford Life & Annuity
Insurance Company Separate Account One as of December 31, 1995, 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.

Hartford, Connecticut
February 19, 1996 Arthur Andersen LLP

<PAGE>
Separate Account One
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF ASSETS & LIABILITIES
DECEMBER 31, 1995

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------- ----------- -----------
<S> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 88,407,668
Cost $ 90,192,805
Market Value......... $90,906,069 -- --
Hartford Stock Fund,
Inc.
Shares 152,903,060
Cost $ 469,886,999
Market Value......... -- $539,292,150 --
HVA Money Market Fund,
Inc.
Shares 101,637,848
Cost $ 101,637,848
Market Value......... -- -- $101,637,848
Hartford Advisers Fund,
Inc.
Shares 704,019,007
Cost $1,223,274,343
Market Value......... -- -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 208,844,163
Cost $ 642,358,369
Market Value......... -- -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 54,845,435
Cost $ 59,140,140
Market Value......... -- -- --
Hartford Index Fund,
Inc.
Shares 38,142,927
Cost $ 67,015,988
Market Value......... -- -- --
Hartford International
Opportunities Fund,
Inc.
Shares 226,741,445
Cost $ 269,091,270
Market Value......... -- -- --
Hartford Dividend and
Growth Fund, Inc.
Shares 104,332,417
Cost $ 119,898,525
Market Value......... -- -- --
Hartford International
Advisers Fund, Inc.
Shares 11,077,866
Cost $ 12,072,713
Market Value......... -- -- --
Due from ITT Hartford
Life and Annuity
Insurance Company..... 335,491 1,581,754 1,811,115
Receivable from fund
shares sold........... -- -- --
------------- ----------- -----------
Total Assets........... 91,241,560 540,873,904 103,448,963
------------- ----------- -----------
LIABILITIES:
Due to ITT Hartford
Life and Annuity
Insurance Company..... -- -- --
Payable for fund shares
purchased............. 335,395 1,582,285 1,811,999
------------- ----------- -----------
Total Liabilities...... 335,395 1,582,285 1,811,999
------------- ----------- -----------
Net Assets (variable
annuity contract
liabilities).......... $90,906,165 $539,291,619 $101,636,964
------------- ----------- -----------
------------- ----------- -----------
DEFERRED ANNUITY
CONTRACTS IN THE
ACCUMULATION PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... 48,354,034 186,726,520 66,468,408
Unit Price............. $ 1.880012 $ 2.887494 $ 1.527530
ANNUITY CONTRACTS IN THE
ANNUITY PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... -- 41,528 68,396
Unit Price............. -- $ 2.887494 $ 1.527530
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>
<TABLE>
<CAPTION>
CAPITAL MORTGAGE INTERNATIONAL
ADVISERS FUND APPRECIATION FUND SECURITIES FUND INDEX FUND OPPORTUNITIES FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
---------------- ------------------- ---------------- ------------ --------------------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares 88,407,668
Cost $ 90,192,805
Market Value......... -- -- -- -- --
Hartford Stock Fund,
Inc.
Shares 152,903,060
Cost $ 469,886,999
Market Value......... -- -- -- -- --
HVA Money Market Fund,
Inc.
Shares 101,637,848
Cost $ 101,637,848
Market Value......... -- -- -- -- --
Hartford Advisers Fund,
Inc.
Shares 704,019,007
Cost $1,223,274,343
Market Value......... $1,378,778,984 -- -- -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares 208,844,163
Cost $ 642,358,369
Market Value......... -- $728,795,122 -- -- --
Hartford Mortgage
Securities Fund, Inc.
Shares 54,845,435
Cost $ 59,140,140
Market Value......... -- -- $58,753,722 -- --
Hartford Index Fund,
Inc.
Shares 38,142,927
Cost $ 67,015,988
Market Value......... -- -- -- $77,350,805 --
Hartford International
Opportunities Fund,
Inc.
Shares 226,741,445
Cost $ 269,091,270
Market Value......... -- -- -- -- $296,054,037
Hartford Dividend and
Growth Fund, Inc.
Shares 104,332,417
Cost $ 119,898,525
Market Value......... -- -- -- -- --
Hartford International
Advisers Fund, Inc.
Shares 11,077,866
Cost $ 12,072,713
Market Value......... -- -- -- -- --
Due from ITT Hartford
Life and Annuity
Insurance Company..... 3,078,430 2,174,683 199,531 353,517 630,190
Receivable from fund
shares sold........... -- -- -- -- --
---------------- ------------------- ---------------- ------------ --------------------
Total Assets........... 1,381,857,414 730,969,805 58,953,253 77,704,322 296,684,227
---------------- ------------------- ---------------- ------------ --------------------
LIABILITIES:
Due to ITT Hartford
Life and Annuity
Insurance Company..... -- -- -- -- --
Payable for fund shares
purchased............. 3,079,208 2,077,476 199,813 352,232 630,405
---------------- ------------------- ---------------- ------------ --------------------
Total Liabilities...... 3,079,208 2,077,476 199,813 352,232 630,405
---------------- ------------------- ---------------- ------------ --------------------
Net Assets (variable
annuity contract
liabilities).......... $1,378,778,206 $728,892,329 $58,753,440 $77,352,090 $296,053,822
---------------- ------------------- ---------------- ------------ --------------------
---------------- ------------------- ---------------- ------------ --------------------
DEFERRED ANNUITY
CONTRACTS IN THE
ACCUMULATION PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... 546,104,730 216,590,707 31,288,061 32,778,613 222,606,104
Unit Price............. $ 2.523174 $ 3.364100 $ 1.877823 $ 2.359499 $ 1.329133
ANNUITY CONTRACTS IN THE
ANNUITY PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... 341,217 77,147 -- 4,656 135,955
Unit Price............. $ 2.523174 $ 3.364100 -- $ 2.359499 $ 1.329133

<CAPTION>
DIVIDEND AND INTERNATIONAL
GROWTH FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT
-------------- --------------
<S> <C> <C>
ASSETS:
Investments:
Hartford Bond Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford Stock Fund,
Inc.
Shares
Cost
Market Value......... -- --
HVA Money Market Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford Advisers Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford Capital
Appreciation Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford Mortgage
Securities Fund, Inc.
Shares
Cost
Market Value......... -- --
Hartford Index Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford International
Opportunities Fund,
Inc.
Shares
Cost
Market Value......... -- --
Hartford Dividend and
Growth Fund, Inc.
Shares
Cost
Market Value......... $137,407,880 --
Hartford International
Advisers Fund, Inc.
Shares
Cost
Market Value......... -- $12,285,686
Due from ITT Hartford
Life and Annuity
Insurance Company..... 631,307 260,766
Receivable from fund
shares sold........... -- --
-------------- --------------
Total Assets........... 138,039,187 12,546,452
-------------- --------------
LIABILITIES:
Due to ITT Hartford
Life and Annuity
Insurance Company..... -- --
Payable for fund shares
purchased............. 631,199 260,768
-------------- --------------
Total Liabilities...... 631,199 260,768
-------------- --------------
Net Assets (variable
annuity contract
liabilities).......... $137,407,988 $12,285,684
-------------- --------------
-------------- --------------
DEFERRED ANNUITY
CONTRACTS IN THE
ACCUMULATION PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... 101,085,085 10,717,387
Unit Price............. $ 1.359330 $ 1.146332
ANNUITY CONTRACTS IN THE
ANNUITY PERIOD:
GROUP SUB-ACCOUNTS:
Units Owned by
Participants.......... -- --
Unit Price............. -- --
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>
SEPARATE ACCOUNT ONE
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1995

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
-------------- -------------- -------------
<S> <C> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 4,473,118 $ 8,060,168 $3,174,687
EXPENSES:
Mortality and expense
undertakings.......... (849,673) (4,494,824) (715,552)
-------------- -------------- -------------
Net investment income
(loss).............. 3,623,445 3,565,344 2,459,135
-------------- -------------- -------------
Capital gains income... -- 10,042,632 --
-------------- -------------- -------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... (1,975) (399) --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 6,900,317 83,219,709 --
-------------- -------------- -------------
Net gains (losses) on
investments......... 6,898,342 83,219,310 --
-------------- -------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ $ 10,521,787 $ 96,827,286 $2,459,135
-------------- -------------- -------------
-------------- -------------- -------------
</TABLE>

* From inception, March 1, 1995, to December 31, 1995.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<CAPTION>
DIVIDEND AND INTERNATIONAL
GROWTH FUND ADVISERS FUND
SUB-ACCOUNT SUB-ACCOUNT*
----------------- ---------------
<S> <C> <C>
INVESTMENT INCOME:
Dividends.............. $ 1,822,404 $276,395
EXPENSES:
Mortality and expense
undertakings.......... (782,804) (34,070)
----------------- ---------------
Net investment income
(loss).............. 1,039,600 242,325
----------------- ---------------
Capital gains income... -- --
----------------- ---------------
NET REALIZED AND
UNREALIZED GAIN (LOSS)
ON INVESTMENTS:
Net realized gain
(loss) on security
transactions.......... (3,380) 560
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 17,906,285 212,972
----------------- ---------------
Net gains (losses) on
investments......... 17,902,905 213,532
----------------- ---------------
Net increase (decrease)
in net assets
resulting from
operations............ $ 18,942,505 $455,857
----------------- ---------------
----------------- ---------------
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>
Separate Account One
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1995

<TABLE>
<CAPTION>
MONEY
BOND FUND STOCK FUND MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------- ------------- -------------
<S> <C> <C> <C>
OPERATIONS:
Net investment income
(loss)................ $ 3,623,445 $ 3,565,344 $ 2,459,135
Capital gains income... -- 10,042,632 --
Net realized gain
(loss) on security
transactions.......... (1,975) (399) --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 6,900,317 83,219,709 --
------------- ------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ 10,521,787 96,827,286 2,459,135
------------- ------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 25,372,374 158,137,004 80,712,314
Net transfers.......... 4,295,703 52,451,790 (20,394,095)
Surrenders............. (3,251,644) (10,089,748) (6,391,220)
Net annuity
transactions.......... -- 21,071 103,096
------------- ------------- -------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 26,416,433 200,520,117 54,030,095
------------- ------------- -------------
Total increase
(decrease) in net
assets................ 36,938,220 297,347,403 56,489,230
NET ASSETS:
Beginning of period.... 53,967,945 241,944,216 45,147,734
------------- ------------- -------------
End of period.......... $ 90,906,165 $ 539,291,619 $ 101,636,964
------------- ------------- -------------
------------- ------------- -------------

ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
FOR THE YEAR ENDED DECEMBER 31, 1994

MONEY
BOND FUND STOCK FUND MARKET FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT
------------- ------------- -------------
OPERATIONS:
Net investment income
(loss)................ $ 2,545,533 $ 1,930,589 $ 953,750
Capital gains income... 757,945 8,908,976 --
Net realized gain
(loss) on security
transactions.......... (3,236) (23,731) --
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (5,831,746) (17,046,792) --
------------- ------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ (2,531,504) (6,230,958) 953,750
------------- ------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 21,372,612 89,041,867 40,174,720
Net transfers.......... (2,221,994) 28,767,921 (14,446,701)
Surrenders............. (2,964,388) (5,703,110) (2,731,912)
Net annuity
transactions.......... -- 73,792 --
------------- ------------- -------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 16,186,230 112,180,470 22,996,107
------------- ------------- -------------
Total increase
(decrease) in net
assets................ 13,654,726 105,949,512 23,949,857
NET ASSETS:
Beginning of period.... 40,313,219 135,994,704 21,197,877
------------- ------------- -------------
End of period.......... $ 53,967,945 $ 241,944,216 $ 45,147,734
------------- ------------- -------------
------------- ------------- -------------
</TABLE>

* From inception, March 1, 1995 to December 31, 1995.
** From inception, March 8, 1994, to December 31, 1994.

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>
<TABLE>
<CAPTION>
INTERNATIONAL
CAPITAL MORTGAGE OPPORTUNITIES DIVIDEND AND
ADVISERS FUND APPRECIATION FUND SECURITIES FUND INDEX FUND FUND GROWTH 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)................ $ 24,292,959 $ (1,415,627) $ 2,738,167 $ 502,406 $ 860,408 $ 1,039,600
Capital gains income... 10,002,290 17,026,540 -- 8,809 1,900,624 --
Net realized gain
(loss) on security
transactions.......... (7,267) (36,921) 8,806 (2,982) 18,072 (3,380)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 206,272,399 92,059,097 4,247,716 10,397,357 26,882,909 17,906,285
--------------- ----------------- --------------- ------------ ----------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ 240,560,381 107,633,089 6,994,689 10,905,590 29,662,013 18,942,505
--------------- ----------------- --------------- ------------ ----------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 270,288,399 245,731,245 8,572,589 31,929,411 55,473,427 67,833,419
Net transfers.......... 82,728,374 82,630,293 (2,398,278) 14,672,676 9,777,060 30,210,279
Surrenders............. (40,365,223) (12,124,223) (2,985,486) (1,214,487) (6,662,350) (1,756,293)
Net annuity
transactions.......... 437,471 225,634 -- 9,937 147,629 --
--------------- ----------------- --------------- ------------ ----------------- -------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 313,089,021 316,462,949 3,188,825 45,397,537 58,735,766 96,287,405
--------------- ----------------- --------------- ------------ ----------------- -------------
Total increase
(decrease) in net
assets................ 553,649,402 424,096,038 10,183,514 56,303,127 88,397,779 115,229,910
NET ASSETS:
Beginning of period.... 825,128,804 304,796,291 48,569,926 21,048,963 207,656,043 22,178,078
--------------- ----------------- --------------- ------------ ----------------- -------------
End of period.......... $ 1,378,778,206 $728,892,329 $58,753,440 $ 77,352,090 $296,053,822 $137,407,988
--------------- ----------------- --------------- ------------ ----------------- -------------
--------------- ----------------- --------------- ------------ ----------------- -------------

INTERNATIONAL
CAPITAL MORTGAGE OPPORTUNITIES DIVIDEND AND
ADVISERS FUND APPRECIATION FUND SECURITIES FUND INDEX FUND FUND GROWTH FUND
SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT SUB-ACCOUNT**
--------------- ----------------- --------------- ------------ ----------------- -------------
OPERATIONS:
Net investment income
(loss)................ $ 15,380,919 $ (1,940,695) $ 2,663,939 $ 228,555 $ 293,757 $ 192,756
Capital gains income... 16,501,543 14,446,172 213,039 -- -- --
Net realized gain
(loss) on security
transactions.......... 23,627 (149,645) (34,292) (7,380) (12,268) (265)
Net unrealized
appreciation
(depreciation) of
investments during the
period................ (59,864,328) (9,016,266) (4,263,500) (259,651) (6,002,430) (396,930)
--------------- ----------------- --------------- ------------ ----------------- -------------
Net increase (decrease)
in net assets
resulting from
operations............ (27,958,239) 3,339,566 (1,420,814) (38,476) (5,720,941) (204,439)
--------------- ----------------- --------------- ------------ ----------------- -------------
UNIT TRANSACTIONS:
Purchases.............. 323,714,540 122,054,442 10,417,811 7,532,638 101,186,682 15,598,653
Net transfers.......... 47,515,115 33,168,295 (6,272,107) 1,088,140 35,079,810 6,923,603
Surrenders............. (26,173,012) (5,255,587) (1,961,038) (680,688) (3,519,088) (139,739)
Net annuity
transactions.......... 176,273 23,166 -- -- 23,455 --
--------------- ----------------- --------------- ------------ ----------------- -------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 345,232,916 149,990,316 2,184,666 7,940,090 132,770,859 22,382,517
--------------- ----------------- --------------- ------------ ----------------- -------------
Total increase
(decrease) in net
assets................ 317,274,677 153,329,882 763,852 7,901,614 127,049,918 22,178,078
NET ASSETS:
Beginning of period.... 507,854,127 151,466,409 47,806,074 13,147,349 80,606,125 --
--------------- ----------------- --------------- ------------ ----------------- -------------
End of period.......... $ 825,128,804 $304,796,291 $48,569,926 $ 21,048,963 $207,656,043 $ 22,178,078
--------------- ----------------- --------------- ------------ ----------------- -------------
--------------- ----------------- --------------- ------------ ----------------- -------------

<CAPTION>
INTERNATIONAL
ADVISERS FUND
SUB-ACCOUNT*
-------------
<S> <C>
OPERATIONS:
Net investment income
(loss)................ $ 242,325
Capital gains income... --
Net realized gain
(loss) on security
transactions.......... 560
Net unrealized
appreciation
(depreciation) of
investments during the
period................ 212,972
-------------
Net increase (decrease)
in net assets
resulting from
operations............ 455,857
-------------
UNIT TRANSACTIONS:
Purchases.............. 8,715,018
Net transfers.......... 3,144,229
Surrenders............. (29,420)
Net annuity
transactions.......... --
-------------
Net increase (decrease)
in net assets
resulting from unit
transactions.......... 11,829,827
-------------
Total increase
(decrease) in net
assets................ 12,285,684
NET ASSETS:
Beginning of period.... --
-------------
End of period.......... $12,285,684
-------------
-------------
OPERATIONS:
Net investment income
(loss)................
Capital gains income...
Net realized gain
(loss) on security
transactions..........
Net unrealized
appreciation
(depreciation) of
investments during the
period................
Net increase (decrease)
in net assets
resulting from
operations............
UNIT TRANSACTIONS:
Purchases..............
Net transfers..........
Surrenders.............
Net annuity
transactions..........
Net increase (decrease)
in net assets
resulting from unit
transactions..........
Total increase
(decrease) in net
assets................
NET ASSETS:
Beginning of period....
End of period..........
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>
SEPARATE ACCOUNT ONE
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995

1. ORGANIZATION:

Separate Account One (the Account) is a separate investment account within
ITT Hartford Life & Annuity 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. 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 annuity contractholders of the Company in
various mutual funds (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 Hartford mutual funds
are valued at the closing net asset value per share as determined by the
appropriate Fund as of December 31, 1995.

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:

a) MORTALITY AND EXPENSE UNDERTAKINGS--The Company, as issuer of variable
annuity contracts, provides the mortality and expense undertakings and,
with respect to the Account, receives a maximum annual fee of 1.25% of
the Account's average daily net assets.

b) DEDUCTION OF ANNUAL MAINTENANCE FEE--Annual maintenance fees are deducted
through termination of units of interest from applicable contract owners'
accounts, in accordance with the terms of the contracts.

<PAGE>

ARTHUR ANDERSEN LLP

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

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

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

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

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

<PAGE>

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

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

/s/ Arthur Andersen LLP

Hartford, Connecticut
January 24, 1996

<PAGE>

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
STATUTORY STATEMENTS OF INCOME

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
---------------------------------------------------
1995 1994 1993
----------- ----------- -----------
<S> <C> <C> <C>
REVENUES
Premiums and Annuity Considerations $ 165,792 $ 442,173 $ 14,281
Annuity and Other Fund Deposits 1,087,661 608,685 1,986,140
Net Investment Income 78,787 29,012 7,970
Commissions and Expense Allowances on
Reinsurance Ceded 183,380 154,527 60,700
Reserve Adjustment on Reinsurance Ceded 1,879,785 1,266,926 0
Other Revenues 140,796 41,857 369,598
----------- ----------- -----------
TOTAL REVENUES 3,536,201 2,543,180 2,438,689
----------- ----------- -----------

BENEFITS AND EXPENSES
Death and Annuity Benefits 53,029 7,948 3,192
Surrenders and Other Benefit Payments 221,392 181,749 4,955
Commissions and Other Expenses 236,202 186,303 132,169
Increase in Reserves for Future Benefits 94,253 416,748 5,120
Increase in Liability for Premium
and Other Deposit Funds 460,124 182,934 281,024
Net Transfers to Separate Accounts 2,414,669 1,541,419 2,013,183
----------- ----------- -----------
TOTAL BENEFITS AND EXPENSES 3,479,669 2,517,101 2,439,643
----------- ----------- -----------
NET GAIN (LOSS) FROM OPERATIONS
BEFORE FEDERAL INCOME TAX EXPENSE 56,532 26,079 (954)

Federal Income Tax Expense 14,048 24,038 11,270
----------- ----------- -----------

NET GAIN (LOSS) FROM OPERATIONS 42,484 2,041 (12,224)

Net Realized Capital Gains (Losses) 374 (2) 877
----------- ----------- -----------
NET INCOME (LOSS) $ 42,858 $ 2,039 $ (11,347)
----------- ----------- -----------
----------- ----------- -----------

</TABLE>

The accompanying notes are an integral part of
these financial statements
<PAGE>

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
STATUTORY BALANCE SHEETS

<TABLE>
<CAPTION>
AS OF DECEMBER 31,
-------------------------------
1995 1994
----------- ------------
<S> <C> <C>
ASSETS
Bonds $ 1,226,489 $ 798,501
Common Stocks 39,776 2,275
Policy Loans 22,521 20,145
Cash and Short-Term Investments 173,304 84,312
Other Invested Assets 13,432 2,519
----------- -----------
TOTAL CASH AND INVESTED ASSETS 1,475,522 907,752
----------- -----------

Investment Income Due and Accrued 18,021 12,757
Premium Balances Receivable 402 467
Receivables from Affiliates 8,182 2,861
Other Assets 25,907 13,749
Separate Account Assets 7,324,910 3,588,077
----------- -----------
TOTAL ASSETS $ 8,852,944 $ 4,525,663
----------- -----------
----------- -----------

LIABILITIES
Aggregate Reserves for Future Benefits $ 542,082 $ 447,284
Policy and Contract Claims 8,223 9,902
Liability for Premium and Other Deposit Funds 948,361 479,202
Asset Valuation Reserve 8,010 2,422
Payable to Affiliates 3,682 7,840
Other Liabilities (220,658) (100,349)
Separate Account Liabilities 7,324,910 3,588,077
----------- -----------
TOTAL LIABILITIES 8,614,610 4,434,378
----------- -----------

CAPITAL AND SURPLUS

Common Stock 2,500 2,500
Gross Paid-In and Contributed Surplus 226,043 114,109
Unassigned Funds 9,791 (25,324)
----------- -----------
TOTAL CAPITAL AND SURPLUS 238,334 91,285
----------- -----------
TOTAL LIABILITIES AND CAPITAL AND SURPLUS $ 8,852,944 $ 4,525,663
----------- -----------
----------- -----------

</TABLE>

The accompanying notes are an integral part of
these financial statements.

<PAGE>

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
STATUTORY STATEMENTS OF CHANGES IN CAPITAL AND SURPLUS

<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
-----------------------------------------
1995 1994 1993
------------ ----------- -----------
<S> <C> <C> <C>
CAPITAL AND SURPLUS - BEGINNING OF YEAR $ 91,285 $ 88,693 $ 30,027
----------- ----------- -----------

Net Income (Loss) 42,858 2,039 (11,347)
Net Unrealized Gains (Losses) 1,709 (133) (1,198)
Change in Asset Valuation Reserve (5,588) (1,356) 135
Change in Non-Admitted Assets (1,944) (8,599) 1,076
Change in Reserve (calculation basis-see Note 1) 0 10,659 0
Aggregate Write-ins for Surplus (see Note 3) 8,080 (18) 0
Dividends to Shareholder (10,000) 0 0
Paid-in Surplus 111,934 0 70,000
----------- ----------- -----------
Change in Capital and Surplus 147,049 2,592 58,666
----------- ----------- -----------
CAPITAL AND SURPLUS - END OF YEAR $ 238,334 $ 91,285 $ 88,693
----------- ----------- -----------
----------- ----------- -----------

</TABLE>

The accompanying notes are an integral part of
these financial statements

<PAGE>

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
STATUTORY STATEMENTS OF CASH FLOW
($000)
<TABLE>
<CAPTION>
FOR THE YEARS ENDED DECEMBER 31,
------------------------------------------
1995 1994 1993
------------ ------------ -----------
<S> <C> <C> <C>
OPERATIONS
Premiums, Annuity Considerations and Fund
Deposits $ 1,253,511 $ 1,050,493 $ 2,000,492
Investment Income 78,328 24,519 5,594
Other Income 2,253,466 1,515,700 434,851
----------- ----------- -----------
Total Income 3,585,305 2,590,712 2,440,937
----------- ----------- -----------

Benefits Paid 277,965 181,205 8,215
Federal Income Taxes Paid on Operations 208,423 20,634 9,666
Other Expenses 2,664,385 1,832,905 2,231,477
----------- ----------- -----------
Total Benefits and Expenses 3,150,773 2,034,744 2,249,358
----------- ----------- -----------

NET CASH FROM OPERATIONS 434,532 555,968 191,579

PROCEEDS FROM INVESTMENTS
Bonds 287,941 87,747 88,334
Common Stocks 52 0 0
Other 28 40 23,638
----------- ----------- -----------
NET INVESTMENT PROCEEDS 288,021 87,787 111,972
----------- ----------- -----------

TAX ON CAPITAL GAINS 226 (96) 376
PAID-IN-SURPLUS 111,934 0 70,000
OTHER CASH PROVIDED 28,199 30,554 0
----------- ----------- -----------
TOTAL PROCEEDS 862,460 674,405 373,175
----------- ----------- -----------

COST OF INVESTMENTS ACQUIRED
Bonds 720,521 595,181 314,933
Common Stocks 35,794 808 567
Miscellaneous Applications 2,146 2,523 0
----------- ----------- -----------
TOTAL INVESTMENTS ACQUIRED 758,461 598,512 315,500
----------- ----------- -----------

OTHER CASH APPLIED
Dividends Paid to Stockholder 10,000 0 0
Other 5,007 24,813 24,626
----------- ----------- -----------
TOTAL OTHER CASH APPLIED 15,007 24,813 24,626
----------- ----------- -----------
TOTAL APPLICATIONS 773,468 623,325 340,126
----------- ----------- -----------

NET CHANGE IN CASH AND SHORT-TERM INVESTMENTS 88,992 51,080 33,049

CASH AND SHORT-TERM INVESTMENTS, BEGINNING OF YEAR 84,312 33,232 183
----------- ----------- -----------
CASH AND SHORT-TERM INVESTMENTS, END OF YEAR $ 173,304 $ 84,312 $ 33,232
----------- ----------- -----------
----------- ----------- -----------

</TABLE>

The accompanying notes are an integral part of
these financial statements.

<PAGE>

ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995
(AMOUNTS IN THOUSANDS UNLESS OTHERWISE STATED)

1.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

ORGANIZATION

ITT Hartford Life and Annuity Insurance Company (ILA or the Company), formerly
known as ITT Life Insurance Corporation, is a wholly owned subsidiary of
Hartford Life Insurance Company (HLIC), which is an indirect subsidiary of ITT
Hartford Group, Inc. (ITT Hartford), formerly a wholly owned subsidiary of ITT
Corporation (ITT). On December 19, 1995, ITT Corporation distributed all the
outstanding shares of ITT Hartford Group to ITT shareholders of record in an
action known herein as the "Distribution". As a result of the Distribution, ITT
Hartford became an independent, publicly traded company.

ILA offers a complete line of ordinary and universal life insurance, individual
annuities and certain supplemental accident and health benefit coverages.

BASIS OF PRESENTATION

The accompanying ILA statutory basis financial statements were prepared in
conformity with statutory accounting practices prescribed or permitted by the
National Association of Insurance Commissioners (NAIC) and the Insurance
Department of the State of Wisconsin.

The preparation of financial statements in conformity with statutory accounting
principles requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilties and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reported period. Actual results could differ
from those estimates.

Statutory accounting practices and generally accepted accounting principles
(GAAP) differ in certain significant respects. These differences principally
involve:

(1) treatment of policy acquisition costs (commissions, underwriting and selling
expenses, premium taxes, etc.) which are charged to expense when incurred for
statutory purposes rather than on a pro-rata basis over the expected life of the
policy;

(2) recognition of premium revenues, which for statutory purposes are generally
recorded as collected or when due during the premium paying period of the
contract and which for GAAP purposes, generally, for universal life policies and
investment products, are only recorded for policy charges for the cost of
insurance, policy administration and surrender charges assessed to policy
account balances. Also, for GAAP purposes, premiums for traditional life
insurance policies are recognized as revenues when they are due from
policyholders and the retrospective deposit method is used in accounting for
universal life and other types of contracts where the payment pattern is
irregular or surrender charges are a significant source of profit. The
prospective deposit method is used for GAAP purposes where investment margins
are the primary source of profit;

(3) development of liabilities for future policy benefits, which for statutory
purposes predominantly use interest rate and mortality assumptions prescribed by
the NAIC which may vary considerably from interest and mortality assumptions
used for GAAP financial reporting;

(4) providing for income taxes based on current taxable income (tax return) only
for statutory purposes, rather than establishing additional assets or
liabilities for deferred Federal income taxes to recognize the tax effect
related to reporting revenues and expenses in different periods for financial
reporting and tax return purposes;

-1-

<PAGE>

(5) excluding certain GAAP assets designated as non-admitted assets (e.g., past
due agent's balances and furniture and equipment) from the balance sheet for
statutory purposes by directly charging surplus;

(6) establishing accruals for post-retirement and post-employment health care
benefits on an optional basis, immediate recognition or a twenty year phase-in
approach, whereas GAAP liabilities were established at date of adoption;

(7) establishing a formula reserve for realized and unrealized losses due to
default and equity risk associated with certain invested assets (Asset Valuation
Reserve); as well as the deferral and amortization of realized gains and losses,
motivated by changes in interest rates during the period the asset is held, into
income over the remaining life to maturity of the asset sold (Interest
Maintenance Reserve); whereas on a GAAP basis, no such formula reserve is
required and realized gains and losses are recognized in the period the asset is
sold;

(8) the reporting of reserves and benefits net of reinsurance ceded, where risk
transfer has taken place; whereas on a GAAP basis, reserves are reported gross
of reinsurance with reserve credits presented as recoverable assets;

(9) the reporting of fixed maturities at amortized cost, where GAAP requires
that fixed maturities be classified as "held-to-maturity", "available-for-sale"
or "trading", based on the Company's intentions with respect to the ultimate
disposition of the security and its ability to affect those intentions. The
Company's fixed maturities were classified on a GAAP basis as "available-for-
sale" and accordingly, these investments were reflected at fair value with the
corresponding impact included as a component of Stockholder's Equity designated
as "Unrealized Gain/Loss on Investments, Net of Tax". For statutory reporting
purposes, Net Unrealized Loss on Investments represents unrealized gains or
losses on common stock and other bonds reported at fair value; and

(10) separate account liabilties are valued on the Commissioner's Annuity
Reserve Valuation Method (CARVM), with the surplus generated recorded as a
liability to the general account (and a contra liability on the balance sheet of
the general account), whereas GAAP liabilities are valued at account value.

As of December 31, 1995, 1994 and 1993, the significant differences between
statutory and GAAP basis
net income and capital and surplus for the Company are summarized as follows:

1995 1994 1993
<S> <C> <C> <C>
GAAP Net Income: $ 38,821 $23,295 $ 6,071

Amortization and deferral
of policy acquisition costs (174,341) (117,863) (147,700)
Benefit reserve adjustment 31,392 30,912 14,059
Deferred taxes 2,801 (9,267) (7,123)
Separate accounts 146,635 75,941 110,547
Coinsurance 0 3,472 11,578
Other, net (2,450) (4,451) 1,221
Statutory Net Income (Loss) $ 42,858 $ 2,039 $(11,347)

</TABLE>

-2-
<PAGE>

1995 1994 1993

GAAP Capital and Surplus $ 455,541 $ 199,785 $ 198,408
<S> <C> <C> <C>
Deferred policy
acquisition costs (596,542) (422,201) (304,338)
Benefit reserve adjustment 74,782 85,191 43,621
Deferred taxes 1,493 13,257 13,706
Separate accounts 333,123 186,488 110,547
Asset valuation reserve (8,010) (2,422) (1,066)
Coinsurance 0 0 22,642
Unrealized gain (loss) on bonds (1,696) 21,918 0
Adjustment relating
to Lyndon contribution (41,277) 0 0
Other, net 20,920 9,269 5,173
Statutory Capital and Surplus $ 238,334 $ 91,285 $ 88,693

</TABLE>

AGGREGATE RESERVES AND LIABILITIES FOR PREMIUM AND OTHER DEPOSIT FUNDS

Aggregate reserves for payment of future life, health and annuity benefits were
computed in accordance with presently accepted actuarial standards. Reserves
for life insurance policies are generally based on the 1958 and 1980
Commissioner's Standard Ordinary Mortality Tables at various rates ranging from
2.5% to 6.0%. Accumulation and on-benefit annuity reserves are based
principally on Individual Annuity tables at various rates ranging from 2.5% to
8.75% and using the Commissioner's Annuity Reserve Valuation Method (CARVM).
Accident and health reserves are established using a two year preliminary term
method and morbidity tables based on Company experience.

ILA has established separate accounts to segregate the assets and liabilities of
certain annuity contracts that must be segregated from the Company's general
assets under the terms of the contracts. The assets consist primarily of
marketable securities reported at market value. Premiums, benefits and expenses
of these contracts are reported in the Statutory Statements of Income.

During 1994, the Company changed the valuation method on aggregate reserves for
future benefits resulting in a $10.7 million increase in surplus. The new
valuation method is in accordance with presently accepted actuarial standards.

INVESTMENTS

Investments in bonds are carried at amortized cost. Bonds which are deemed
ineligible to be held at amortized cost by the National Association of Insurance
Commissioners (NAIC) Securities Valuation Office (SVO) are carried at the
appropriate SVO published value. When a permanent reduction in the value of
publicly traded securities occurs, the decrease is reported as a realized loss
and the carrying value is adjusted accordingly. Common stocks are carried at
market value with the difference from cost reflected in surplus. Other invested
assets are generally recorded at fair value.

Changes in unrealized capital gains and losses on common stock are reported as
additions to or reductions of surplus. The Asset Valuation Reserve is designed
to provide a standardized reserve process for realized and unrealized losses due
to the default and equity risks associated with invested assets. The reserve
increased by $5,588, $1,356 and $135 in 1995, 1994 and 1993, respectively.
Additionally, the Interest Maintenance Reserve (IMR) captures net realized
capital gains and losses, net of applicable income taxes, resulting from changes
in interest rates and amortizes these gains or losses into income over the
remaining life of the mortgage loan or bond sold. Realized capital gains and
losses, net of taxes, not included in IMR are reported in the Statutory
Statements of Income. Realized investment gains and losses are determined

-3-

<PAGE>

on a specific identification basis. The amount of net capital gains reclassified
from the IMR was $39 in 1995 and the amount of net capital losses was $67 and
$264 in 1994 and 1993, respectively. The amount of income amortized was $256,
$114 and $178 in 1995, 1994 and 1993, respectively.

OTHER LIABILITIES

The amount reflected in other liabilities includes a receivable from the
separate accounts of $333.1, $186.5 million in 1995 and 1994, respectively. The
balances are classified in accordance with NAIC accounting practices.

2. INVESTMENTS:

(a) COMPONENTS OF NET INVESTMENT INCOME

1995 1994 1993
<S> <C> <C> <C>
Interest income from fixed
maturity securities $ 76,100 $ 28,335 $ 7,541
Interest income from policy loans 1,504 454 124
Interest and dividends from
other investments 2,288 1,069 481
Gross investment income 79,892 29,858 8,146
Less: investment expenses 1,105 846 176
Net investment income $ 78,787 $ 29,012 $ 7,970

</TABLE>

(b) UNREALIZED GAINS (LOSSES) ON COMMON STOCKS

1995 1994 1993
<S> <C> <C> <C>
Gross unrealized gains at
end of year $ 1,724 $ 75 $ 148
Gross unrealized losses at
end of year 0 (60) 0
Net unrealized gains 1,724 15 148
Balance at beginning of year 15 148 93
Change in net unrealized gains on
common stocks $ 1,709 $ (133) $ 55

</TABLE>

1995 1994 1993
<S> <C> <C> <C>
Gross unrealized gains at
end of year $ 22,251 $ 986 $ 5,916
Gross unrealized losses at
end of year (1,374) (34,718) (684)
Net unrealized gains (losses)
after tax 20,877 (33,732) 5,232
Balance at beginning of year (33,732) 5,232 2,287
Change in net unrealized gains
(losses) on bonds and
short-term investments $ 54,609 $ (38,964) $ 2,945

</TABLE>

-4-

<PAGE>

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

1995 1994 1993
<S> <C> <C> <C>
Bonds and short term investments $ 156 $ (101) $ (316)
Common stocks 52 0 0
Real estate and other 0 34 1,316
----
Realized gains (losses) 208 (67) 1,000
Capital gains (benefit) taxes (205) 2 386
----
Net realized capital gains (losses)
after tax 413 (69) 614
Less: IMR capital gains (losses) 39 (67) (263)
----
Net realized capital gains (losses) $ 374 $ (2) $ 877

</TABLE>

(e) OFF-BALANCE SHEET INVESTMENTS

The Company had no significant financial instruments with off-balance sheet risk
as of December 31, 1995 and 1994.

(f) CONCENTRATION OF CREDIT RISK

Excluding U.S. government and government agency investments, the Company is not
exposed to any significant concentration of credit risk.

(g) BONDS, SHORT-TERM AND COMMON STOCK INVESTMENTS

1995
----------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
U.S. government and government
agencies and authorities:
- - guaranteed and sponsored 44,268 14 (248) 44,034
- - guaranteed and
sponsored - asset backed 176,160 4,644 (682) 180,122
States, municipalities and
political subdivisions 16,948 38 (6) 16,980
International governments 5,402 441 0 5,843
Public utilities 108,083 1,652 (90) 109,645
All other corporate 374,058 8,145 (248) 381,955
All other
corporate - asset backed 410,197 5,841 (89) 415,949
Short-term investments 139,011 18 0 139,029
Certificates of deposit 91,373 1,458 (11) 92,820
Total 1,365,500 22,251 (1,374) 1,386,377

</TABLE>

-5-

<PAGE>

1995
----------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
Common Stock - Unaffiliated 2,668 555 0 3,223
Common Stock - Affiliated 35,384 1,169 0 36,553
Total Common Stock 38,052 1,724 0 39,776

</TABLE>

1994
----------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
U.S. government and government
agencies and authorities:
- - guaranteed and sponsored 175,925 0 (12,059) 163,866
- - guaranteed and
sponsored - asset backed 142,318 382 (4,911) 137,789
States, municipalities and
political subdivisions 10,409 0 (603) 9,806
International governments 2,248 0 (69) 2,179
Public utilities 29,509 31 (1,271) 28,269
All other corporate 257,301 246 (9,452) 248,095
All other
corporate - asset backed 112,390 327 (4,066) 108,651
Short-term investments 56,365 0 0 56,365
Certificates of deposit 68,401 0 (2,287) 66,114
Total 854,866 986 (34,718) 821,134

</TABLE>

1994
----------------------------------------------
Gross Gross
Amortized Unrealized Unrealized Fair
Cost Gains Losses Value
<S> <C> <C> <C> <C>
Common Stock - Unaffiliated 2,260 75 (60) 2,275

</TABLE>

The amortized cost and estimated market value of bonds and short-term
investments at December 31, 1995 by management's anticipated maturity are shown
below. Asset backed securities are distributed to maturity year based on ILA's
estimate of the rate of future prepayments of principal over the remaining life
of the securities. Expected maturities differ from contractual maturities
reflecting borrowers' rights to call or prepay their obligations.

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<PAGE>

Estimated
Amortized Fair
Cost Value
Maturity
--------
<S> <C> <C>
Due in one year or less 439,793 442,327
Due after one year through five years 840,088 855,741
Due after five years through ten years 80,820 83,432
Due after ten years 4,799 4,877
Total 1,365,500 1,386,377

</TABLE>

Proceeds from sales of investments in bonds and short-term investments during
1995, 1994 and 1993 were $313,961, $117,912 and $333,023, respectively,
resulting in gross realized gains of $1,419, $518 and $937, respectively, and
gross realized losses of $1,263, $624 and $1,255, respectively, before
transfers to IMR. The Company had realized gains of $52 during 1995 from a
capital gain distribution.

(h) FAIR VALUE OF FINANCIAL INSTRUMENTS

Balance sheet items: (in millions) 1995 1994
------------------ -----------------
Carrying Fair Carrying Fair
Amount Value Amount Value

<S> <C> <C> <C> <C>
Assets
Fixed maturites 1,366 1,386 855 821
Common stocks 40 40 2 2
Policy loans 23 23 20 20
Miscellaneous 13 13 2 2

Liabilities
Liabilities on investment contracts 1,031 981 534 526

</TABLE>

The carrying amounts for policy loans approximates fair value. The
liabilities are determined by forecasting future cash flows discounted at
current market rates.

3. RELATED PARTY TRANSACTIONS:

Transactions between the Company and its affiliates within ITT Hartford relate
principally to tax settlements, reinsurance, service fees, capital contributions
and payments of dividends.

On June 30, 1995, the assets of Lyndon Insurance Company were contributed to
ILA. As a result, ILA received approximately $365 million in fixed maturities,
equity securities and cash, $28 million in policy reserves, $187 million of
current tax liability, $26 million in IMR, $8 million in AVR (offset by an
aggregate write-in to surplus), and $4 million of other liabilities. The assets
in excess of liabilities of $112 were recorded as an increase to paid-in
surplus.

For additional information, see Note 5.

4. FEDERAL INCOME TAXES:

The Company is included in the consolidated Federal income tax return of ITT
Hartford and its includable subsidiaries. Allocation of taxes is based
primarily upon separate company tax return calculations with current credit for
net losses used in consolidation except that increases resulting from
consolidation are

-7-

<PAGE>

allocated in proportion to separate return amounts. Intercompany Federal income
tax balances are generally settled quarterly with Hartford Fire Insurance
Company (Hartford Fire), a subsidiary of ITT Hartford. Federal income taxes paid
by the Company were $215,921, $20,538, and $10,042 in 1995, 1994 and 1993,
respectively. The effective tax rate was 25%, 92%, and 1,181% in 1995, 1994, and
1993 respectively. The following schedule provides a reconciliation of the
effective tax rate (in millions).

1995 1994 1993
<S> <C> <C> <C>
Tax provision (benefit) at US statutory rate 20 9 (1)
Tax acquisiton deferred costs 8 8 10
Statutory to tax reserves 3 5 0
Investments and other (17) 2 2
Federal income tax expense 14 24 11

</TABLE>

5. CAPITAL AND SURPLUS AND SHAREHOLDER DIVIDEND RESTRICTIONS:

The maximum amount of dividends which can be paid, without prior approval, by
State of Wisconsin insurance companies to shareholders is subject to
restrictions relating to statutory surplus. Dividends are paid as determined by
the Board of Directors and are not cumulative. ILA paid dividends of $10 million
to its parent, HLIC, in 1995. No dividends were paid in 1994 and 1993. As a
result of the distribution by ITT, the assets of ITT Lyndon Insurance Company
(Lyndon) were contributed to ILA in June 1995. Substantially all the business
was removed from Lyndon prior to the contribution. The amount of assets which
exceeded liabilities at the contribution date ($112 million) was included in
paid-in capital.

6. PENSION PLANS AND OTHER POST-RETIREMENT AND POST-EMPLOYMENT BENEFITS:

The Company's employees are included in ITT Hartford's non-contributory defined
benefit pension plans. These plans provide pension benefits that are based on
years of service and the employee's compensation during the last ten years of
employment. The Company's funding policy is to contribute annually an amount
between the minimum funding requirements set forth in the Employee Retirement
Income Security Act of 1974 and the maximum amount that can be deducted for
Federal income tax purposes. Generally, pension costs are funded through the
purchase of HLIC's group pension contracts. Pension expense was $1,034, $1,211,
and $765 in 1995, 1994 and 1993, respectively. Liabilities for the plan are held
by Hartford Fire.

The Company also participates in ITT Hartford 's Investment and Savings Plan,
which includes a deferred compensation option under IRC section 401(k) and
an ESOP allocation under IRC section 404(k). The liabilities for these plans are
included in the financial statements of Hartford Fire. The cost to ILA was not
material in 1995, 1994 and 1993.

The Company's employees are included in Hartford Fire's contributory defined
health care and life insurance benefit plans. These plans provide health care
and life insurance benefits for retired employees. Substantially all employees
may become eligible for those benefits if they reach normal or early retirement
age while still working for the Company. The Company has prefunded a portion of
the health care and life insurance obligations through trust funds where such
prefunding can be accomplished on a tax effective basis. Amounts allocated by
Hartford Fire for post-retirement health care and life insurance benefits
expense (not including provisions for accrual of post-retirement benefit
obligations) are immaterial.

The assumed rate of future increases in the per capita cost of health care (the
health care trend rate) was 10.1% for 1995, decreasing ratably to 6% in the year
2001. Increasing the health care trend rates by one percent per year would have
an immaterial impact on the accumulated post-retirement benefit obligation and
the annual expense. The cost to ILA was not material in 1995, 1994 and 1993.

Post-employment benefits are primarily comprised of obligations to provide
medical and life insurance to employees on long term disability. Post-
employment benefit expense was not material in 1995, 1994 and 1993.

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<PAGE>

7. REINSURANCE:

The Company cedes insurance to non-affiliated insurers in order to limit its
maximum loss. Such transfer does not relieve ILA of its primary liability. ILA
also assumes insurance from other insurers.

Life insurance net retained premiums were comprised of the following:

For the years ended december 31
-------------------------------

1995.00 1994.00 1993.00
Direct premiums 159,918 133,180 131,586
Premiums assumed 13,299 960 841
Premiums ceded 7,425 (308,033) 118,146
Premiums and annuity considerations 165,792 442,173 14,281

In December 1994 the Company ceded to a third party, on a modified coinsurance
basis, 80% of the variable annuity business written in 1994. The ceded business
includes both general and separate account liabilities. As a result of the
agreement ILA transferred approximately $1,352 million in assets and
liabilities. The financial impact of the cession was an increase of
approximately $15 million to net income and surplus.

In November 1994, the Company ceded, on a modified coinsurance basis, 30% of
the separate account variable annuity business distributed by Paine Webber to
Paine Webber Life Insurance Company (PWLIC). As a result of the agreement, ILA
transferred approximately $24 million in assets and liabilities to PWLIC. The
financial impact of the cession was an increase of approximately $765 to net
income and surplus.

In October 1994, the agreement, effective December 1990, which required ILA to
coinsure 90% of all existing and new business, excluding variable annuity
business, written by the Company to HLIC, was terminated. As a result of the
termination, ILA received approximately $430 million in assets and liabilities
from HLIC. The impact of the transaction was a decrease of approximately $15
million to net income and surplus.

In November 1993, ILA acquired, through an assumption reinsurance transaction,
substantially all of the individual fixed and variable annuity business of
Hartford Life and Accident, an affiliate. As a result of this transaction, the
assets and liabilities of the Company increased approximately $1 billion,
substantially all of which was transferred to the separate accounts of the
Company. The remaining assets and liabilities (approximately $41 million) were
transferred in October 1995. The impact of these transactions on net income and
surplus was not significant.

8. SEPARATE ACCOUNTS:

The Company maintains separate account assets and liabilties totaling $7.3
billion and $3.6 billion at December 31, 1995 and 1994, respectively. Separate
account assets are reported at fair value and separate account liabilities are
determined in accordance with the Commissioners Annuity Reserve Valuation
Method (CARVM), which approximates the market value less applicable surrender
charges. Separate account assets are segregated from other investments, the
policyholder assumes the investment risk, and the investment income and gains
and losses accrue directly to the policyholder. Separate account management
fees, net of minimum guarantees, were $72 million, $42 million, and $6 million
in 1995, 1994, and 1993, respectively.

-9-

<PAGE>

9. COMMITMENTS AND CONTINGENCIES:

As of December 31, 1995, the Company had no material contingent liabilities, nor
had the Company committed any surplus funds for any contingent liabilities or
arrangements. The Company is involved in various legal actions which have
arisen in the course normal of its business. In the opinion of management, the
ultimate liability with respect to such lawsuits as well as other contingencies
is not considered to be material in relation to the results of operations and
financial position of the Company.

Under insurance guaranty laws in most states, insurers doing business therein
can be assessed up to prescribed limits for policyholder losses incurred by
insolvent companies. The amount of any future assessments on ILA under these
laws cannot be reasonably estimated. Most of the laws do provide, however, that
an assessment may be excused or deferred if it would threaten an insurer's own
financial strength. Additionally, guaranty fund assessments are used to reduce
state premium taxes paid by the company in certain states. ILA paid guaranty
fund assessments of $1,684, $583, and $495 in 1995, 1994, and 1993,
respectively.

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