ITT HARTFORD LIFE & ANNUITY INSURANCE CO SEPARATE ACCOUNT ON, 485APOS, 2000-02-17

ITT HARTFORD LIFE & ANNUITY INSURANCE CO SEPARATE ACCOUNT ON
485APOS, 2000-02-17

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<PAGE>

As filed with the Securities and Exchange Commission on February 17, 2000
File No. 333-19607
811-7426

SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549

FORM N-4

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Pre-Effective Amendment No. [ ]
-------
Post-Effective Amendment No. 5 [X]
-------

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

Amendment No. 46 [X]
-------------

HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT ONE
(Exact Name of Registrant)

HARTFORD LIFE and ANNUITY INSURANCE COMPANY
(Name of Depositor)

P. O. BOX 2999
HARTFORD, CT 06104-2999
(Address of Depositor's Principal Offices)

(860) 843-6733
(Depositor's Telephone Number, Including Area Code)

Marianne O'Doherty, ESQ.
HARTFORD LIFE
P. O. BOX 2999
HARTFORD, CT 06104-2999
(Name and Address of Agent for Service)

It is proposed that this filing will become effective:

immediately upon filing pursuant to paragraph (b) of Rule 485
--------
on November 15, 1999 pursuant to paragraph (b) of Rule 485
--------
60 days after filing pursuant to paragraph (a)(1) of Rule 485
--------
X on May 1, 2000 pursuant to paragraph (a)(1) of Rule 485
--------
this post-effective amendment designates a new effective date
-------- for a previously filed post-effective amendment.

PURSUANT TO RULE 24F-2(A)(1) UNDER THE INVESTMENT COMPANY ACT OF 1940, THE
REGISTRANT HAS REGISTERED AN INDEFINITE AMOUNT OF SECURITIES.
<PAGE>

CROSS REFERENCE SHEET
PURSUANT TO RULE 495(a)
-----------------------

N-4 Item No. Prospectus Heading
----------------------------------------------------------

1. Cover Page Hartford Life and Annuity Insurance
Company, The Separate Account

2. Definitions Definitions

3. Synopsis or Highlights Highlights

4. Condensed Financial Accumulation Unit Values
Information

5. General Description of General Contract Information
Registrant

6. Deductions The Contract: Charges and Fees

7. General Description of The Contract
Annuity Contracts

8. Annuity Period Annuity Payouts

9. Death Benefit The Contract: Death Benefit

10. Purchases and Contract Value The Contract

11. Redemptions The Contract: Surrenders

12. Taxes Federal Tax Considerations

13. Legal Proceedings Other Information: Legal Matters &
Experts

14. Table of Contents of the Table of Contents to
Statement of Additional Statement of Additional
Information Information Hartford

15. Cover Page Part B; Statement of Additional
Information

16. Table of Contents Table of Contents

17. General Information and Description of Hartford Life and
History Annuity Insurance Company

<PAGE>

18. Services None

19. Purchase of Securities Distribution of Contracts
being Offered

20. Underwriters Distribution of Contracts

21. Calculation of Performance Calculation of Yield and Return
Data

22. Annuity Payments Annuity Payouts

23. Financial Statements Financial Statements

24. Financial Statements and Financial Statements and
Exhibits Exhibits

25. Directors and Officers of Directors and Officers of the
the Depositor Depositor

26. Persons Controlled by or Persons Controlled by or Under
Under Common Control with Common Control with the Depositor
the Depositor or Registrant or Registrant

27. Number of Contract Owners Number of Contract Owners

28. Indemnification Indemnification

29. Principal Underwriters Principal Underwriters

30. Location of Accounts and Location of Accounts and Records
Records

31. Management Services Management Services

32. Undertakings Undertakings
<PAGE>
PART A
<PAGE>

<TABLE>
<S> <C>
DIRECTOR IMMEDIATE VARIABLE ANNUITY
SEPARATE ACCOUNT ONE
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
P.O. BOX 5085
HARTFORD, CONNECTICUT 06102-5085
TELEPHONE: 1-800-862-6668 (CONTRACT OWNERS)
1-800-862-7155 (INVESTMENT REPRESENTATIVES) [LOGO]
</TABLE>

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

This Prospectus describes information you should know before you purchase
Director Immediate Variable Annuity. Please read it carefully.

The Director Immediate Variable Annuity is a contract between you and Hartford
Life and Annuity Insurance Company where you agree to make one Premium Payment
to us and we agree to make a series of Annuity Payouts at a later date. This
Annuity is an immediate, tax-deferred, variable annuity offered to individuals.
It is:

x Immediate, because we start making Annuity Payouts within 60 days.

x Tax-deferred, which means you don't pay taxes until you take money out or
until we start to make Annuity Payouts.

x Variable, because the value of your Annuity will fluctuate with the
performance of the underlying funds.
- --------------------------------------------------------------------------------

At the time you purchase your Annuity, you allocate your Premium Payment to
"Sub-Accounts". These are subdivisions of our Separate Account, an account that
keeps your Annuity assets separate from our company assets. The Sub-Accounts
then purchase shares of mutual funds set up exclusively for variable annuity or
variable life insurance products. These funds are not the same mutual funds that
you buy through your stockbroker or through a retail mutual fund. They may have
similar investment strategies and the same portfolio managers as retail mutual
funds. This Annuity offers you Funds with investment strategies ranging from
conservative to aggressive and you may pick those Funds that meet your
investment goals and risk tolerance. The Sub-Accounts and the Funds are listed
below:

- - HARTFORD ADVISERS HLS FUND SUB-ACCOUNT which purchases shares of Class IA of
Hartford Advisers HLS Fund, Inc.

- - HARTFORD BOND HLS FUND SUB-ACCOUNT which purchases shares of Class IA of
Hartford Bond HLS Fund, Inc.

- - HARTFORD CAPITAL APPRECIATION HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford Capital Appreciation HLS Fund, Inc.

- - HARTFORD DIVIDEND AND GROWTH HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford Dividend and Growth HLS Fund, Inc.

- - HARTFORD GLOBAL LEADERS HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford Global Leaders HLS Fund

- - HARTFORD GROWTH AND INCOME HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford Growth and Income HLS Fund

- - HARTFORD HIGH YIELD HLS FUND SUB-ACCOUNT which purchases shares of Class IA of
Hartford High Yield HLS Fund

- - HARTFORD INDEX HLS FUND SUB-ACCOUNT which purchases shares of Class IA of
Hartford Index HLS Fund, Inc.

- - HARTFORD INTERNATIONAL ADVISERS HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford International Advisers HLS Fund, Inc.

- - HARTFORD INTERNATIONAL OPPORTUNITIES HLS FUND SUB-ACCOUNT which purchases
shares of Class IA of Hartford International Opportunities HLS Fund, Inc.

- - HARTFORD MIDCAP HLS FUND SUB-ACCOUNT which purchases shares of Class IA of
Hartford MidCap HLS Fund, Inc.

- - HARTFORD MONEY MARKET HLS FUND SUB-ACCOUNT which purchases shares of Class IA
of Hartford Money Market HLS Fund, Inc.

- - HARTFORD MORTGAGE SECURITIES HLS FUND SUB-ACCOUNT that purchases shares of
Class IA of Hartford Mortgage Securities HLS Fund, Inc.

- - HARTFORD SMALL COMPANY HLS FUND SUB-ACCOUNT which purchases shares of
Class IA of Hartford Small Company HLS Fund, Inc.

- - HARTFORD STOCK HLS FUND SUB-ACCOUNT which purchases of Class IA of Hartford
Stock HLS Fund, Inc.

If you decide to buy this Annuity, you should keep this prospectus for your
records. You can also call us at 1-800-862-6668 to get a Statement of Additional
Information, free of charge. The Statement of Additional Information contains
more information about this Annuity and, like this prospectus, is filed with the
Securities and Exchange Commission ("SEC"). We have included the Table of
Contents for the Statement of Additional Information at the end of this
prospectus.
<PAGE>
Although we file the prospectus and the Statement of Additional information with
the SEC, the SEC doesn't approve or disapprove these securities or determine if
the information is truthful or complete. Anyone who represents that the SEC does
these things may be guilty of a criminal offense. This Prospectus and the
Statement of Additional Information can also be obtained from the SEC's website
(HTTP://WWW.SEC.GOV).

This Annuity IS NOT:

- A bank deposit or obligation

- Federally insured

- Endorsed by any bank or governmental agency

This Annuity may not be available for sale in all states.
- --------------------------------------------------------------------------------

PROSPECTUS DATED: MAY 1, 2000

STATEMENT OF ADDITIONAL INFORMATION DATED: MAY 1, 2000

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

TABLE OF CONTENTS

<TABLE>
<CAPTION>
PAGE
<S> <C>
- ----------------------------------------------------------------------
DEFINITIONS 4
- ----------------------------------------------------------------------
FEE AND EXPENSE TABLES 5
- ----------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES 6
- ----------------------------------------------------------------------
ACCUMULATION UNIT VALUES 8
- ----------------------------------------------------------------------
HIGHLIGHTS 10
- ----------------------------------------------------------------------
GENERAL CONTRACT INFORMATION 11
- ----------------------------------------------------------------------
Hartford Life and Annuity Insurance Company 11
- ----------------------------------------------------------------------
The Separate Account 11
- ----------------------------------------------------------------------
The Funds 11
- ----------------------------------------------------------------------
PERFORMANCE RELATED INFORMATION 13
- ----------------------------------------------------------------------
THE CONTRACT 14
- ----------------------------------------------------------------------
Purchases and Contract Value 14
- ----------------------------------------------------------------------
Charges and Fees 15
- ----------------------------------------------------------------------
Death Benefit 16
- ----------------------------------------------------------------------
Surrenders 17
- ----------------------------------------------------------------------
ANNUITY PAYOUTS 18
- ----------------------------------------------------------------------
OTHER INFORMATION 21
- ----------------------------------------------------------------------
Assignment 21
- ----------------------------------------------------------------------
Contract Modification 21
- ----------------------------------------------------------------------
How Contracts are Sold 21
- ----------------------------------------------------------------------
Legal Matters and Experts 21
- ----------------------------------------------------------------------
More Information 21
- ----------------------------------------------------------------------
FEDERAL TAX CONSIDERATIONS 21
- ----------------------------------------------------------------------
General 21
- ----------------------------------------------------------------------
Taxation of Hartford and the Separate Account 22
- ----------------------------------------------------------------------
Taxation of Purchasers of Non-Qualified Contracts 22
- ----------------------------------------------------------------------
Contract Owners that are Nonresident Aliens or Foreign
Corporations 24
- ----------------------------------------------------------------------
Other Tax Consequences 24
- ----------------------------------------------------------------------
TABLE OF CONTENTS TO STATEMENT OF ADDITIONAL INFORMATION 25
- ----------------------------------------------------------------------
APPENDIX I -- INFORMATION REGARDING TAX-QUALIFIED RETIREMENT
PLANS 26
- ----------------------------------------------------------------------
ILLUSTRATIONS OF ANNUITY PAYMENTS ASSUMING HYPOTHETICAL
RATES OF RETURN 29
- ----------------------------------------------------------------------
ILLUSTRATIONS OF ANNUITY PAYMENTS USING HISTORIC RATES OF
RETURN 31
- ----------------------------------------------------------------------
</TABLE>

<PAGE>
4 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

DEFINITIONS

These terms are capitalized when used throughout this prospectus. Please refer
to these defined terms if you have any questions as you read your prospectus.

ACCOUNT: Any of the Sub-Accounts.

ACCUMULATION UNITS: If you allocate your Premium Payment to any of the
Sub-Accounts, we will convert those payments into Accumulation Units in the
selected Sub-Accounts. Accumulation Units are valued at the end of each
Valuation Day and are used to calculate the value of your Contract prior to the
Income Start Date.

ACCUMULATION UNIT VALUE: The daily price of Accumulation Units on any Valuation
Day.

ADMINISTRATIVE OFFICE OF THE COMPANY: Our location and overnight mailing address
is: 200 Hopmeadow Street, Simsbury, Connecticut 06089. Our standard mailing
address is: Investment Product Services, P.O. Box 5085, Hartford, CT 06102-5085.

ANNIVERSARY VALUE: An amount equal to the present value of any remaining
guaranteed Annuity Payouts determined as of a Contract Anniversary, reduced by
the dollar amount of any Annuity Payouts made since that anniversary.

ANNUITANT: The person on whose life the Contract is based. The Annuitant may not
be changed after your Contract is issued.

ANNUITY CALCULATION DATE: The date we calculate the first Annuity Payout.

ANNUITY PAYOUTS: The money we pay after the Income Start Date for the duration
and frequency selected.

ANNUITY UNIT: The unit of measure we use to calculate the value of your Annuity
Payouts under a variable dollar amount Annuity Payout Option.

ANNUITY UNIT VALUE: The daily price of Annuity Units on any Valuation Day.

BENEFICIARY: The person entitled to receive a Death Benefit upon the death of
the Contract Owner or Annuitant.

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

COMMUTED VALUE: The present value of any remaining guaranteed Annuity Payouts.
This amount is calculated using the Assumed Investment Return for variable
dollar amount Annuity Payouts or the underlying rate of return for fixed dollar
amount Annuity Payouts.

CONTINGENT DEFERRED SALES CHARGE: The deferred sales charge that will apply when
you Surrender.

CONTRACT ANNIVERSARY: The anniversary of the date we issued your Contract. If
the Contract Anniversary falls on a Non-Valuation Day, then the Contract
Anniversary will be the next Valuation Day.

CONTRACT VALUE: The total value of the Accounts on any Valuation Day.

CONTRACT YEAR: Any 12 month period between Contract Anniversaries, beginning
with the date the Contract was issued.

DEATH BENEFIT: The amount payable after the Contract Owner or the Annuitant
dies.

DOLLAR COST AVERAGING: A program that allows you to systematically make
transfers between Accounts available in your Contract.

GENERAL ACCOUNT: The General Account includes our company assets.

HARTFORD, WE OR OUR: Hartford Life and Annuity Insurance Company. Only Hartford
is a capitalized term in the prospectus.

INCOME PAYOUT DATE: The date we use to compute the Annuity Payouts.

INCOME START DATE: The time when regularly scheduled Annuity Payouts begin.

JOINT ANNUITANT: The person on whose life Annuity Payouts are based if the
Annuitant dies after Annuitization. You may name a Joint Annuitant only if your
Annuity Payout Option provides for a survivor. The Joint Annuitant may not be
changed.

MAXIMUM ANNIVERSARY VALUE: As of the date we receive a certified death
certificate or other legal document acceptable to us, we will calculate an
Anniversary Value for each Contract Anniversary. The highest Anniversary Value
is the Maximum Anniversary Value.

NET INVESTMENT FACTOR: This is used to measure the investment performance of a
Sub-Account from one Valuation Day to the next, and is also used to calculate
your Annuity Payout amount.

NON-VALUATION DAY: Any day the New York Stock Exchange is not open for trading.

PAYEE: The person or party you designate to receive Annuity Payouts.

PAYOUT FACTOR: A number used to calculate the first Annuity Payout.

PREMIUM PAYMENT: Money sent to us to be invested in your Annuity.

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

SUB-ACCOUNT VALUE: The value on or before the Annuity Calculation Date, which is
determined on any day by multiplying the number of Accumulation Units by the
Accumulation Unit Value for that Sub-Account.

SURRENDER: A complete or partial withdrawal from your Contract.

SURRENDER VALUE: The Contract Value minus any applicable Premium Tax if
requested before the Annuity Calculation Date or the Commuted Value minus any
applicable Contingent Deferred Sales Charge if requested on or after the Annuity
Calculation Date.

VALUATION DAY: Every day the New York Stock Exchange is open for trading. Values
of the Separate Account are determined as of the close of the New York Stock
Exchange, generally 4:00 p.m. Eastern Time.

VALUATION PERIOD: The time span between the close of trading on the New York
Stock Exchange from one Valuation Day to the next.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 5
- --------------------------------------------------------------------------------

FEE AND EXPENSE TABLES
Contract Owner Transaction Expenses

<TABLE>
<S> <C>
Sales Charge imposed on Premium Payment None
- ---------------------------------------------------------------------
Contingent Deferred Sales Charge (as a percentage of
Commuted Value)*
First Year 6%
- ---------------------------------------------------------------------
Second Year 6%
- ---------------------------------------------------------------------
Third Year 5%
- ---------------------------------------------------------------------
Fourth Year 5%
- ---------------------------------------------------------------------
Fifth Year 4%
- ---------------------------------------------------------------------
Sixth Year 3%
- ---------------------------------------------------------------------
Seventh Year 2%
- ---------------------------------------------------------------------
Eighth Year 0%
- ---------------------------------------------------------------------
</TABLE>

* Only applies to the following Annuity Payout Options after the Income Start
Date: Life Annuity with Payments Guaranteed for a Specified Number of Years,
Joint and Last Survivor Annuity with Payments Guaranteed for a Specified
Number of Years, and Payments Guaranteed for a Specified Number of Years.

Annual Separate Account Expenses
(as a percentage of average annual net assets)

<TABLE>
<S> <C>
- ---------------------------------------------------------------------
Mortality and Expense Risk Charge 1.25%
- ---------------------------------------------------------------------
Other Charges None
- ---------------------------------------------------------------------
Total Separate Account Expenses 1.25%
- ---------------------------------------------------------------------
</TABLE>

The purpose of the Fee Table and Example is to assist you in understanding
various costs and expenses that you will pay directly or indirectly. The Fee
Table and Examples reflect expenses of the Separate Account and underlying
Funds. We will deduct any Premium Taxes that apply.

The Example should not be considered a representation of past or future expenses
and actual expenses may be greater or less than those shown. The Annual
Maintenance Fee has been reflected in the Examples by a method intended to show
the "average" impact of the Annual Maintenance Fee on an investment in the
Separate Account. We do this by approximating an "average" 0.06% annual charge.

<PAGE>
6 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

Annual Fund Operating Expenses
As of the Fund's Year End
(as a percentage of net assets)

<TABLE>
<CAPTION>
TOTAL FUND
OPERATING
MANAGEMENT FEES OTHER EXPENSES
INCLUDING WAIVERS EXPENSES INCLUDING WAIVERS
<S> <C> <C> <C>
- --------------------------------------------------------------------------------------------------------------
Hartford Bond HLS Fund 0.48% 0.02% 0.50%
- --------------------------------------------------------------------------------------------------------------
Hartford Stock HLS Fund 0.44% 0.02% 0.46%
- --------------------------------------------------------------------------------------------------------------
Hartford Money Market HLS Fund 0.43% 0.02% 0.45%
- --------------------------------------------------------------------------------------------------------------
Hartford Advisers HLS Fund 0.62% 0.02% 0.64%
- --------------------------------------------------------------------------------------------------------------
Hartford Capital Appreciation HLS Fund 0.62% 0.02% 0.64%
- --------------------------------------------------------------------------------------------------------------
Hartford Mortgage Securities HLS Fund 0.43% 0.03% 0.46%
- --------------------------------------------------------------------------------------------------------------
Hartford Index HLS Fund 0.38% 0.02% 0.40%
- --------------------------------------------------------------------------------------------------------------
Hartford International Opportunities HLS Fund 0.68% 0.09% 0.77%
- --------------------------------------------------------------------------------------------------------------
Hartford Dividend & Growth HLS Fund 0.64% 0.02% 0.66%
- --------------------------------------------------------------------------------------------------------------
Hartford International Advisers HLS Fund 0.76% 0.11% 0.87%
- --------------------------------------------------------------------------------------------------------------
Hartford MidCap HLS Fund 0.76% 0.03% 0.79%
- --------------------------------------------------------------------------------------------------------------
Hartford Small Company HLS Fund 0.75% 0.02% 0.77%
- --------------------------------------------------------------------------------------------------------------
Hartford Growth and Income HLS Fund 0.77% 0.04% 0.81%
- --------------------------------------------------------------------------------------------------------------
Hartford Global Leaders HLS Fund (1) 0.49% 0.12% 0.61%
- --------------------------------------------------------------------------------------------------------------
Hartford High Yield HLS Fund (1) 0.49% 0.04% 0.52%
- --------------------------------------------------------------------------------------------------------------
</TABLE>

(1) Hartford Global Leaders HLS Fund and Hartford High Yield HLS Fund are new
Funds. "Total Fund Operating Expenses" are based on annualized estimates of
such expenses to be incurred in the current fiscal year. HL Investment
Advisors, LLC has agreed to waive its fees for these until the assets of the
Funds (excluding assets contributed by companies affiliated with HL
Investment Advisors, LLC) reach $20 million. Before this waiver, the
Management Fee and Total Fund Operating Expenses would be:

<TABLE>
<CAPTION>
TOTAL FUND
MANAGEMENT FEES OTHER EXPENSES OPERATING EXPENSES
<S> <C> <C> <C>
- -------------------------------------------------------------------------------------------------------------
Hartford Global Leaders Fund 0.77% 0.12% 0.89%
- -------------------------------------------------------------------------------------------------------------
Hartford High Yield Fund 0.77% 0.03% 0.81%
- -------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 7
- --------------------------------------------------------------------------------

EXAMPLE

A Contract Owner will pay the following expenses on a $1,000 investment,
assuming a 5% annual return of assets and an Annuitant age 65 with a 5% Assumed
Investment Return:

<TABLE>
<CAPTION>
If the LIFE Annuity Payout Option is If the PAYMENTS GUARANTEED FOR 20
SELECTED AND YOU DO NOT SURRENDER YEARS PAYOUT OPTION IS SELECTED AND
your Contract: you do not surrender your Contract:
SUB-ACCOUNT 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>
- --------------------------------------------------------------------------------------------------------------------
Bond $18 $56 $ 96 $208 $18 $56 $ 96 $208
- --------------------------------------------------------------------------------------------------------------------
Stock $17 $54 $ 93 $203 $17 $54 $ 93 $203
- --------------------------------------------------------------------------------------------------------------------
Money Market $17 $54 $ 93 $202 $17 $54 $ 93 $202
- --------------------------------------------------------------------------------------------------------------------
Advisers $19 $60 $103 $222 $19 $60 $103 $222
- --------------------------------------------------------------------------------------------------------------------
Capital Appreciation $19 $60 $103 $223 $19 $60 $103 $223
- --------------------------------------------------------------------------------------------------------------------
Mortgage Securities $18 $54 $ 94 $203 $18 $54 $ 94 $203
- --------------------------------------------------------------------------------------------------------------------
Index $17 $52 $ 90 $197 $17 $52 $ 90 $197
- --------------------------------------------------------------------------------------------------------------------
International Opportunities $21 $64 $110 $237 $21 $64 $110 $237
- --------------------------------------------------------------------------------------------------------------------
Dividend & Growth $20 $61 $104 $225 $20 $61 $104 $225
- --------------------------------------------------------------------------------------------------------------------
International Advisers $22 $67 $115 $246 $22 $67 $115 $246
- --------------------------------------------------------------------------------------------------------------------
MidCap $21 $65 $111 $239 $21 $65 $111 $239
- --------------------------------------------------------------------------------------------------------------------
Small Company $21 $64 $110 $237 $21 $64 $110 $237
- --------------------------------------------------------------------------------------------------------------------
Growth and Income $21 $65 $112 $241 $21 $65 $112 $241
- --------------------------------------------------------------------------------------------------------------------
High Yield $18 $62 N/A N/A $18 $62 N/A N/A
- --------------------------------------------------------------------------------------------------------------------
Global Leaders $19 $65 N/A N/A $19 $65 N/A N/A
- --------------------------------------------------------------------------------------------------------------------

<CAPTION>
If the PAYMENTS GUARANTEED FOR 20
YEARS PAYOUT OPTION IS SELECTED AND
you surrender your Contract:
SUB-ACCOUNT 1 YEAR 3 YEARS 5 YEARS 10 YEARS
<S> <C> <C> <C> <C>
- -----------------------------
Bond $72 $101 $132 $208
- -----------------------------
Stock $71 $ 99 $129 $203
- -----------------------------
Money Market $71 $ 99 $129 $202
- -----------------------------
Advisers $73 $105 $139 $222
- -----------------------------
Capital Appreciation $73 $105 $139 $223
- -----------------------------
Mortgage Securities $72 $ 99 $130 $203
- -----------------------------
Index $71 $ 97 $126 $197
- -----------------------------
International Opportunities $75 $109 $146 $237
- -----------------------------
Dividend & Growth $74 $106 $140 $225
- -----------------------------
International Advisers $76 $112 $151 $246
- -----------------------------
MidCap $75 $110 $147 $239
- -----------------------------
Small Company $75 $109 $146 $237
- -----------------------------
Growth and Income $75 $110 $148 $241
- -----------------------------
High Yield $71 $107 N/A N/A
- -----------------------------
Global Leaders $73 $110 N/A N/A
- ---------------------------------------------------------------------------------
</TABLE>

<PAGE>
8 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

ACCUMULATION UNIT VALUES

(For an accumulation unit outstanding throughout the period)

The following information has been derived from the audited financial statements
of the Separate Account, which have been audited by Arthur Andersen LLP,
independent public accountants, as indicated in their report with respect
thereto, and should be read in conjunction with those statements, which are
included in the Statement of Additional Information, which is incorporated by
reference in this Prospectus.

<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1998 1997
<S> <C> <C>
- ---------------------------------------------------------------------------------------

BOND SUB-ACCOUNT (Inception date August 1, 1986)
Accumulation Unit Value at beginning of period $2.114 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $2.258 $2.114
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 162,501 111,586
- ---------------------------------------------------------------------------------------

STOCK SUB-ACCOUNT (Inception date August 1, 1986)
Accumulation Unit Value at beginning of period $4.602 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $6.066 $4.602
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 403,629 372,754
- ---------------------------------------------------------------------------------------

MONEY MARKET SUB-ACCOUNT (Inception date August 1, 1986)
Accumulation Unit Value at beginning of period $1.650 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.716 $1.650
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 183,614 140,797
- ---------------------------------------------------------------------------------------

ADVISERS SUB-ACCOUNT (Inception date August 1, 1986)
Accumulation Unit Value at beginning of period $3.572 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $4.398 $3.572
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 1,095,048 1,012,472
- ---------------------------------------------------------------------------------------

CAPITAL APPRECIATION SUB-ACCOUNT (Inception date August 1,
1986)
Accumulation Unit Value at beginning of period $4.845 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $5.526 $4.845
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 352,482 351,189
- ---------------------------------------------------------------------------------------

MORTGAGE SECURITIES SUB-ACCOUNT (Inception date August 1,
1986)
Accumulation Unit Value at beginning of period $2.098 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $2.211 $2.098
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 78,026 81,143
- ---------------------------------------------------------------------------------------

INDEX SUB-ACCOUNT (Inception date May 1, 1987)
Accumulation Unit Value at beginning of period $3.726 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $4.712 $3.726
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of (in
thousands) 131,579 109,837
- ---------------------------------------------------------------------------------------

INTERNATIONAL OPPORTUNITIES SUB-ACCOUNT (Inception date
July 2, 1990)
Accumulation Unit Value at beginning of period $1.469 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.641 $1.469
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 240,090 264,642
- ---------------------------------------------------------------------------------------

DIVIDEND & GROWTH SUB-ACCOUNT (Inception date March 8, 1994)
Accumulation Unit Value at beginning of period $2.149 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $2.471 $2.149
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 391,151 308,682
- ---------------------------------------------------------------------------------------
</TABLE>

<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 9
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31,
1998 1997
<S> <C> <C>
- ---------------------------------------------------------------------------------------

INTERNATIONAL ADVISERS SUB-ACCOUNT (Inception date March 1,
1995)
Accumulation Unit Value at beginning of period $1.319 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.476 $1.319
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 50,971 43,217
- ---------------------------------------------------------------------------------------

MIDCAP SUB-ACCOUNT (Inception date July 30, 1997)
Accumulation Unit Value at beginning of period $1.097 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.371 $1.097
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 33,348 8,306
- ---------------------------------------------------------------------------------------

SMALL COMPANY SUB-ACCOUNT (Inception date August 9, 1996)
Accumulation Unit Value at beginning of period $1.247 $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.374 $1.247
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 85,431 56,706
- ---------------------------------------------------------------------------------------

GLOBAL LEADERS SUB-ACCOUNT (Inception date September 30,
1998)
Accumulation Unit Value at beginning of period $-- $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.315 $--
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 416 --
- ---------------------------------------------------------------------------------------

GROWTH AND INCOME SUB-ACCOUNT (Inception date June 1, 1998)
Accumulation Unit Value at beginning of period $-- $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.182 $--
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 4,982 --
- ---------------------------------------------------------------------------------------

HIGH YIELD SUB-ACCOUNT (Inception date September 30, 1998)
Accumulation Unit Value at beginning of period $-- $--
- ---------------------------------------------------------------------------------------
Accumulation Unit Value at end of period $1.035 $--
- ---------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------
Number Accumulation Units outstanding at end of period (in
thousands) 1,832 --
- ---------------------------------------------------------------------------------------
</TABLE>
<PAGE>
10 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

HIGHLIGHTS

HOW DO I PURCHASE THIS ANNUITY?

You must complete our application or order request and submit it to us for
approval with your Premium Payment. You may also transfer from another
investment. Your Premium Payment must be at least $25,000. You may not make
additional Premium Payments.

- For a limited time, usually within ten days after you receive your Contract,
you may cancel your Annuity without paying a Contingent Deferred Sales
Charge. You may bear the investment risk for your Premium Payment prior to
our receipt of your request for cancellation.

WHAT TYPE OF SALES CHARGE WILL I PAY?

You don't pay a sales charge when you purchase your Annuity. If you selected the
Life Annuity with Payments Guaranteed for a Specified Number of Years, Joint and
Last Survivor Annuity With Payments Guaranteed for a Specified Number of Years
or the Payments Guaranteed for a Specified Number of Years Annuity Payout
Options, we will charge you a Contingent Deferred Sales Charge when you fully or
partially Surrender your Annuity. The Contingent Deferred Sales Charge is a
percentage of Commuted Value and is equal to:

x For the first two Contract Years, the charge is 6%.

x For the third and fourth Contract Years, the charge is 5%.

x For the fifth Contract Year, the charge is 4%.

x For the sixth Contract Year, the charge is 3%.

x For the seventh Contract Year, the charge is 2%.

x For the eighth Contract Year and beyond, the charge is 0%.
--------------------------------------------------

WHAT CHARGES WILL I PAY ON AN ANNUAL BASIS?

You pay two different types of charges each year. The first type of charge is
the fee you pay for insurance. This charge is:

A mortality and expense risk charge that is subtracted daily and is equal to an
annual charge of 1.25% of your Contract Value invested in the Funds.

The second type of charge is the fee you pay for the Funds. See the Annual Fund
Operating Expenses table for more complete information and the Funds'
prospectuses accompanying this prospectus.

CAN I TAKE OUT ANY OF MY MONEY?

If you selected the Life Annuity with Payments Guaranteed for a Specified Number
of Years, Joint and Last Survivor Annuity with Payments Guaranteed for a
Specified Number of Years or the Payments Guaranteed for a Specified Number of
Years Annuity Payout Options, you may Surrender some or all of the amount you
invested after Annuity Payouts begin.

- You may have to pay income tax on the money you take out and, if you
Surrender before you are age 59 1/2, you may have to pay an income tax
penalty.

- You may have to pay a Contingent Deferred Sales Charge on the money you
Surrender.

- Partial Surrenders may have adverse tax consequences, so please consult your
tax adviser.

WILL HARTFORD PAY A DEATH BENEFIT?

There is a Death Benefit if the Contract Owner or the Annuitant die. The Death
Benefit will be calculated as of the date we receive a certified death
certificate or other legal document acceptable to us.

If the Contract Owner dies before the Income Start Date, the Death Benefit will
be equal to the Contract Value on the date the certified death certificate or
other legal document acceptable to us is received. The Death Benefit may be
taken in one lump sum or under any of the Annuity Payout Options then being
offered.

If the Annuitant dies on or after the Income Start Date, the Death Benefit will
be paid according to the Annuity Payout Option selected. Under some Annuity
Payout Options, there is no Death Benefit.

Under the Payments Guaranteed for a Specified Number of Years Annuity Payout
Option on or after the Income Start Date, the Death Benefit is the greater of:

x Commuted Value

x 100% of the Premium Payment minus all Annuity Payouts made since the Income
Start Date; or

x the Maximum Anniversary Value.
--------------------------------------------------

Until complete instructions are received from the Beneficiary, the Death Benefit
will be transferred to the Money Market Sub-Account.

WHAT ANNUITY PAYOUT OPTIONS ARE AVAILABLE?

You may choose one of the following Annuity Payout Options: Life Annuity, Life
Annuity with Cash Refund, Life Annuity with Payments Guaranteed for a Specified
Number of Years, Joint and Last Survivor Life Annuity, Joint and Last Survivor
Annuity with Payments Guaranteed for a Specified Number of Years and Payments
Guaranteed for a Specified Number of Years. We may make other Annuity Payout
Options available at any time.

<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 11
- --------------------------------------------------------------------------------

GENERAL CONTRACT INFORMATION

HARTFORD LIFE AND ANNUITY INSURANCE COMPANY

Hartford Life and Annuity Insurance Company is a stock life insurance company
engaged in the business of writing life insurance and annuities, both individual
and group, in all states of the United States, the District of Columbia and
Puerto Rico, except New York. On January 1, 1998, Hartford's name changed from
ITT Hartford Life and Annuity Insurance Company to Hartford Life and Annuity
Insurance Company. We were originally incorporated under the laws of Wisconsin
on January 9, 1956, and subsequently redomiciled to Connecticut. Our offices are
located in Simsbury, Connecticut; however, our mailing address is P.O. Box 2999,
Hartford, CT 06104-2999. We are ultimately controlled by The Hartford Financial
Services Group, Inc., one of the largest financial service providers in the
United States.

HARTFORD'S RATINGS

<TABLE>
<CAPTION>
EFFECTIVE DATE
RATING AGENCY OF RATING RATING BASIS OF RATING
<S> <C> <C> <C>
- --------------------------------------------------------------------------------
A.M. Best and
Company, Inc. 1/1/99 A+ Financial performance
- --------------------------------------------------------------------------------
Standard & Poor's 6/1/98 AA Insurer financial strength
- --------------------------------------------------------------------------------
Duff & Phelps 12/21/98 AA+ Claims paying ability
- --------------------------------------------------------------------------------
</TABLE>

THE SEPARATE ACCOUNT

The Separate Account is where we set aside and invest the assets of some of our
annuity contracts, including this Contract. The Separate Account was established
on May 20, 1991 and is registered as a unit investment trust under the
Investment Company Act of 1940. This registration does not involve supervision
by the SEC of the management or the investment practices of the Separate Account
or Hartford. The Separate Account meets the definition of "Separate Account"
under federal securities law. This Separate Account holds only assets for
variable annuity contracts. The Separate Account:

- - Holds assets for your benefit and the benefit of other Contract Owners, and
the persons entitled to the payouts described in the Contract.

- - Is not subject to the liabilities arising out of any other business Hartford
may conduct.

- - Is not affected by the rate of return of our General Account or by the
investment performance of any of our other Separate Accounts.

- - May be subject to liabilities from a Sub-Account of the Separate Account that
holds assets of other variable annuity contracts offered by the Separate
Account, which are not described in this Prospectus.

- - Is credited with income and gains, and takes losses, whether or not realized,
from the assets it holds.

We do not guarantee the investment results of the Separate Account. There is no
assurance that the value of your Annuity will equal the Premium Payment you make
to us.

THE FUNDS

All of the Funds are sponsored and administered by Hartford Life and Annuity
Insurance Company. HL Investment Advisors, LLC ("HL Advisors") serves as the
investment adviser to each of the Funds. Wellington Management Company, LLP
("Wellington Management") and The Hartford Investment Management Company
("HIMCO") serve as sub-investment advisors and provide day to day investment
services.

Each Fund, except for the Hartford Global Leaders HLS Fund, the Hartford Growth
and Income HLS Fund and the Hartford High Yield HLS Fund, is a separate Maryland
corporation registered with the Securities and Exchange Commission as an open-
end management investment company. The Hartford Global Leaders HLS Fund, the
Hartford Growth and Income HLS Fund and the Hartford High Yield HLS Fund are
diversified series of Hartford Series Fund, Inc., a Maryland corporation, also
registered with the Securities and Exchange Commission as an open-end management
investment company. The shares of each Fund have been divided into Class IA and
Class IB. Only Class IA shares are available in this Annuity.

We do not guarantee the investment results of any of the underlying Funds. Since
each underlying Fund has different investment objectives, each is subject to
different risks. These risks and the Funds' expenses are more fully described in
the accompanying Funds' prospectus and Statement of Additional Information,
which may be ordered from us. The Funds' prospectus should be read in
conjunction with this Prospectus before investing.

The Funds may not be available in all states.

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

HARTFORD ADVISERS HLS FUND -- Seeks maximum long-term total rate of return by
investing in common stocks and other equity securities, bonds and other debt
securities, and money market instruments. Sub-advised by Wellington Management.

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

HARTFORD CAPITAL APPRECIATION HLS FUND -- Seeks growth of capital by investing
in equity securities selected solely on the basis of potential for capital
appreciation. Sub-advised by Wellington Management.

HARTFORD DIVIDEND AND GROWTH HLS FUND -- Seeks a high level of current income
consistent with growth of capital by investing primarily in dividend paying
equity securities. Sub-advised by Wellington Management.

HARTFORD GLOBAL LEADERS HLS FUND -- Seeks growth of capital by investing
primarily in equity securities issued by U.S. and non-U.S. high quality growth
companies worldwide that, in the opinion of Wellington Management, are leaders
within their respective industries as indicated by an established market
presence and strong competitive position on a global, regional or country basis.
Sub-advised by Wellington Management.

HARTFORD GROWTH AND INCOME HLS FUND -- Seeks growth of capital and current
income by investing primarily in equity securities with earnings growth
potential and steady or rising dividends. Sub-advised by Wellington Management.

HARTFORD HIGH YIELD HLS FUND -- Seeks high current income by investing in
non-investment grade fixed-income securities. Growth of capital is a secondary
objective. Securities rated below investment grade are commonly referred to as
"high yield-high risk securities" or "junk bonds." For more information
concerning the risks associated with investing in such securities, please refer
to the section in the accompanying prospectus for the Funds entitled 'Hartford
High Yield HLS Fund." Sub-advised by HIMCO.

HARTFORD INDEX HLS FUND -- Seeks to provide investment results that 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.* Sub-advised by HIMCO.

HARTFORD INTERNATIONAL ADVISERS HLS FUND -- Seeks maximum long-term total return
by investing in a portfolio of equity, debt and money market securities.
Securities in which the Fund invests primarily will be denominated in non-U.S.
currencies and will be traded in non-U.S. markets. Sub-advised by Wellington
Management.

HARTFORD INTERNATIONAL OPPORTUNITIES HLS FUND -- Seeks growth of capital by
investing primarily in equity securities issued by non-U.S. companies.
Sub-advised by Wellington Management.

HARTFORD MIDCAP HLS FUND -- Seeks to achieve long-term capital growth through
capital appreciation by investing primarily in equity securities of companies
with market capitalizations within the range represented by the Standard &
Poor's MidCap 400 Index. Sub-advised by Wellington Management.

HARTFORD MORTGAGE SECURITIES HLS FUND -- Seeks maximum current income consistent
with safety of principal and maintenance of liquidity by investing primarily in
mortgage-related securities, including securities issued by the Government
National Mortgage Association. Sub-advised by HIMCO.

HARTFORD SMALL COMPANY HLS FUND -- Seeks growth of capital by investing
primarily in equity securities within the range represented by the Russell 2000
Index selected on the basis of potential for capital appreciation. Sub-advised
by Wellington Management.

HARTFORD STOCK HLS FUND -- Seeks long-term growth by investing primarily in
equity securities. Sub-advised by Wellington Management.

HARTFORD MONEY MARKET HLS FUND -- Seeks maximum current income consistent with
liquidity and preservation of capital. Sub-advised by HIMCO.

MIXED AND SHARED FUNDING -- Shares of the Funds may be sold to our other
separate accounts and our insurance company affiliates or other unaffiliated
insurance companies to serve as the underlying investment for both variable
annuity contracts and variable life insurance policies, a practice known as
"mixed and shared funding." As a result, there is a possibility that a material
conflict may arise between the interests of Contract Owners, and of owners of
other contracts whose contract values are allocated to one or more of these
other separate accounts investing in any one of the Funds. In the event of any
such material conflicts, we will consider what action may be appropriate,
including removing the Fund from the Separate Account or replacing the Fund with
another underlying fund. There are certain risks associated with mixed and
shared funding, as disclosed in the Funds' prospectus.

VOTING RIGHTS -- We are the legal owners of all Fund shares held in the Separate
Account and we have the right to vote at the Fund's shareholder meetings. To the
extent required by federal securities laws or regulations, we will:

- - Notify you of any Fund shareholders' meeting if the shares held for your
Contract may be voted.

- - Send proxy materials and a form of instructions that you can use to tell us
how to vote the Fund shares held for your Contract.

- - Arrange for the handling and tallying of proxies received from Contract
Owners.

- - Vote all Fund shares attributable to your Contract according to instructions
received from you, and

- - Vote all Fund shares for which no voting instructions are received in the same
proportion as shares for which instructions have been received.

If any federal securities laws or regulations, or their present interpretation,
change to permit us to vote Fund shares on our own, we may decide to do so. You
may attend any Shareholder

* "Standard & Poor's," "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.
The Index Fund is not sponsored, endorsed, sold or promoted by Standard &
Poor's and Standard & Poor's makes no representation regarding the
advisability of investing in the Index Fund.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 13
- --------------------------------------------------------------------------------
Meeting at which shares held for your Contract may be voted. After we begin to
make Annuity Payouts to you, the number of votes you have will decrease.

SUBSTITUTIONS, ADDITIONS, OR DELETIONS OF FUNDS -- We reserve the right, subject
to any applicable law, to make certain changes to the Funds offered under Your
Contract. We may, in our sole discretion, establish new Funds. New Funds will be
made available to existing Contract Owners as we determine appropriate. We may
also close one or more Funds to additional Payments or transfers from existing
Sub-Accounts.

We reserve the right to eliminate the shares of any of the Funds for any reason
and to substitute shares of another registered investment company for the shares
of any Fund already purchased or to be purchased in the future by the Separate
Account. To the extent required by the Investment Company Act of 1940 (the "1940
Act"), substitutions of shares attributable to your interest in a Fund will not
be made until we have the approval of the Commission and we have notified you of
the change.

In the event of any substitution or change, we may, by appropriate endorsement,
make any changes in the Contract necessary or appropriate to reflect the
substitution or change. If we decide that it is in the best interest of the
Contracts Owners, the Separate Account may be operated as a management company
under the 1940 Act or any other form permitted by law, may be de-registered
under the 1940 Act in the event such registration is no longer required, or may
be combined with one or more other Separate Accounts.

PERFORMANCE RELATED INFORMATION
- --------------------------------------------------------------------------------

The Separate Account may advertise certain performance-related information
concerning the 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.

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.

The Separate Account may also advertise NON-STANDARD TOTAL RETURNS THAT PRE-DATE
THE INCEPTION DATE OF THE SEPARATE ACCOUNT. These non-standardized total returns
are calculated by assuming that the Sub-Accounts have been in existence for the
same periods as the underlying Funds and by taking deductions for charges equal
to those currently assessed against the Sub-Accounts. These non-standardized
returns must be accompanied by standardized total returns.

If applicable, the 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 includes the recurring charges at the
Separate Account level.

The Money Market Fund Sub-Account 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 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 include the recurring charges at the Separate Account level.

We 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 systematic investing, Dollar Cost Averaging
and asset allocation), the advantages and disadvantages of investing in
tax-deferred and taxable instruments, customer profiles and hypothetical
purchase scenarios, financial management and tax and retirement planning, and
other investment alternatives, including comparisons between the Contract and
the characteristics of and market for such alternatives.
<PAGE>
14 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

THE CONTRACT

PURCHASES AND CONTRACT VALUE

WHAT TYPES OF CONTRACTS ARE AVAILABLE?

The Contract is an individual tax-deferred variable annuity contract. It is
designed for retirement planning purposes and may be purchased by any individual
or trust, including:

- - Any trustee or custodian for a retirement plan qualified under Sections
401(a) or 403(a) of the Code;

- - Individual Retirement Annuities adopted according to Section 408 of the Code;

- - Employee pension plans established for employees by a state, a political
subdivision of a state, or an agency of either a state or a political
subdivision of a state, and

- - Certain eligible deferred compensation plans as defined in Section 457 of the
Code.

The examples above represent Qualified Contracts, as defined by the Code. In
addition, individuals and trusts can also purchase Contracts that are not part
of a tax qualified retirement plan. These are known as Non-Qualified Contracts.

HOW DO I PURCHASE A CONTRACT?

You may purchase a Contract by completing and submitting an application or an
order request along with a Premium Payment. You may also transfer assets from an
existing investment. The minimum Premium Payment is $25,000. No additional
Premium Payments may be made. Prior approval is required for Premium Payments of
$1,000,000 or more.

You and your Annuitant must not be older than age 90 on the date that your
Contract is issued. You must be of legal age in the state where the Contract is
being purchased or a guardian must act on your behalf.

HOW ARE PREMIUM PAYMENTS APPLIED TO MY CONTRACT?

Your initial Premium Payment will be invested within two Valuation Days of our
receipt of a properly completed application or an order request and the Premium
Payment. If we receive your Premium Payment on a Non-Valuation Day, the amount
will be invested on the next Valuation Day. We will send you a confirmation when
we invest your Premium Payment.

If the request or other information accompanying the Premium Payment is
incomplete when received, we will hold the money in a non-interest bearing
account for up to five Valuation Days while we try to obtain complete
information. If we cannot obtain the information within five Valuation Days, we
will either return the Premium Payment and explain why the Premium Payment could
not be processed or keep the Premium Payment if you authorize us to keep it
until you provide the necessary information.

CAN I CANCEL MY CONTRACT AFTER I PURCHASE IT?

We want you to be satisfied with the Contract you have purchased. We urge you to
closely examine its provisions. If for any reason you are not satisfied with
your Contract, simply return it within ten days after you receive it with a
written request for cancellation that indicates your tax-withholding
instructions. In some states, you may be allowed more time to cancel your
Contract. We will not deduct any Contingent Deferred Sales Charges during this
time. We may require additional information, including a signature guarantee,
before we can cancel your Contract.

You bear the investment risk from the time the Contract is issued until we
receive your complete cancellation request.

The amount we pay you upon cancellation depends on the requirements of the state
where you purchased your Contract, the method of purchase, the type of Contract
you purchased and your age.

HOW IS THE VALUE OF MY CONTRACT CALCULATED BEFORE THE INCOME START DATE?

The Contract Value is the sum of all Accounts. There are two things that affect
your Sub-Account value: (1) the number of Accumulation Units and (2) the
Accumulation Unit Value. The Sub-Account value is determined by multiplying the
number of Accumulation Units by the Accumulation Unit Value. Therefore, on any
Valuation Day your Contract Value reflects the investment performance of the
Sub-Accounts and will fluctuate with the performance of the underlying Funds.

When your Premium Payment is credited to your Sub-Accounts, it is converted into
Accumulation Units by dividing the amount of your Premium Payment, minus any
Premium Taxes, by the Accumulation Unit Value for that day. The larger the
Premium Payment you put into your Contract, the more Accumulation Units you will
own. You decrease the number of Accumulation Units you have by requesting
Surrenders, transferring money out of an Account, settling a Death Benefit claim
or by annuitizing your Contract.

To determine the current Accumulation Unit Value, we take the prior Valuation
Day's Accumulation Unit Value and multiply it by the Net Investment Factor for
the current Valuation Day.

The Net Investment Factor is used to measure the investment performance of a
Sub-Account from one Valuation Day to the next. The Net Investment Factor for
each Sub-Account equals:

- - The net asset value per share of each Fund held in the Sub-Account at the end
of the current Valuation Day divided by

- - The net asset value per share of each Fund held in the Sub-Account at the end
of the prior Valuation Day; minus

- - The daily mortality and expense risk charge adjusted for the number of days in
the period, and any other applicable charge.

CAN I TRANSFER FROM ONE SUB-ACCOUNT TO ANOTHER?

TRANSFERS BETWEEN SUB-ACCOUNTS -- You may transfer from one Sub-Account to
another before and after the Income Start Date at no extra charge. Your transfer
request will be processed
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 15
- --------------------------------------------------------------------------------
on the day that it is received as long as it is received on a Valuation Day
before the close of the New York Stock Exchange. Otherwise, your request will be
processed on the following Valuation Day. We will send you a confirmation when
we process your transfer. You are responsible for verifying transfer
confirmations and promptly advising us of any errors within 30 days of receiving
the confirmation.

SUB-ACCOUNT TRANSFER RESTRICTIONS -- We reserve the right to limit the number of
transfers to 12 per Contract Year, with no transfers occurring on consecutive
Valuation Days. We also have the right to restrict transfers if we believe that
the transfers could have an adverse effect on other Contract Owners. In all
states except New York, Florida, Maryland and Oregon, we may:

- - Require a minimum time period between each transfer,

- - Limit the dollar amount that may be transferred on any one Valuation Day, and

- - Not accept transfer requests from an agent acting under a power of attorney
for more than one Contract Owner.

We also have a restriction in place that involves individuals who act under a
power of attorney for multiple Contract Owners. If the value of the Contract
Owners' Accounts add up to more than $2 million, we will not accept transfer
instructions from the power of attorney unless the power of attorney has entered
into a Third Party Transfer Services Agreement with us.

Some states may have different restrictions.

POWER OF ATTORNEY -- You may authorize another person to make transfers on your
behalf by submitting a completed Power of Attorney form. Once we have the
completed form on file, we will accept transfer instructions, subject to our
transfer limitations, from your designated third party until we receive new
instructions in writing from you. You will not be able to make transfers or
other changes to your Contract if you have authorized someone else to act under
a power of attorney.

CHARGES AND FEES

There are 3 charges and fees associated with the Contract:

1. THE CONTINGENT DEFERRED SALES CHARGE

The Contingent Deferred Sales Charge is deducted only under the Payments
Guaranteed for a Specified Number of Years Annuity Payout Option. It covers some
of the expenses relating to the sale and distribution of the Contract, including
commissions paid to registered representatives and the cost of preparing sales
literature and other promotional activities.

We assess a Contingent Deferred Sales Charge when you request a full or partial
Surrender under the Life Annuity with Payments Guaranteed for a Specified Number
of Years, Joint and Last Survivor Annuity with Payments Guaranteed for a
Specified Number of Years or the Payments Guaranteed for a Specified Number of
Years Annuity Payout Options. The Contingent Deferred Sales Charge will not
exceed the total amount of the Premium Payments made. The longer you leave your
Premium Payment in the Contract, the lower the Contingent Deferred Sales Charge
will be when you Surrender.

The Contingent Deferred Sales Charge is a percentage of the Commuted Value and
is equal to:

<TABLE>
<CAPTION>
CONTRACT YEAR
SURRENDER CHARGE
AS A PERCENTAGE OF CONTINGENT DEFERRED
COMMUTED VALUE SALES CHARGE
<S> <C>
- ---------------------------------------
1 6%
- ---------------------------------------
2 6%
- ---------------------------------------
3 5%
- ---------------------------------------
4 5%
- ---------------------------------------
5 4%
- ---------------------------------------
6 3%
- ---------------------------------------
7 2%
- ---------------------------------------
8 or more 0%
- ---------------------------------------
</TABLE>

THE FOLLOWING SITUATIONS ARE NOT SUBJECT TO A CONTINGENT DEFERRED SALES CHARGE:

- - Upon death of the Annuitant or Contract Owner

- - Upon cancellation during the Right to Cancel Period

2. MORTALITY AND EXPENSE RISK CHARGE

For assuming mortality and expense risks under the Contract, we deduct a daily
charge at the rate of 1.25% per year of Sub-Account Value (estimated at .90% for
mortality and .35% for expenses). The mortality and expense risk charge is
broken into charges for mortality risks and for an expense risk:

- - MORTALITY RISK -- The primary mortality risk that we assume is made once
Annuity Payouts have begun. Once Annuity Payouts have begun, we may be
required to make Annuity Payouts as long as the Annuitant is living,
regardless of how long the Annuitant lives. We would be required to make these
payments if the Payout Option chosen is the Life Annuity, Life Annuity With
Payments for a Period Certain or Joint and Last Survivor Life Annuity Payout
Option. The risk that we bear during this period is that the actual mortality
rates, in aggregate, may be lower than the expected mortality rates.

For the Payments Guaranteed for a Specified Number of Years Annuity Payout
Option, we must cover any difference between the Death Benefit paid and the
Surrender Value. These differences may occur in periods of declining value or
periods when the Contingent Deferred Sales Charges would have been deducted.
The risk that we bear during this period is that actual mortality rates, in
aggregate, may be higher than expected.

- - EXPENSE RISK -- We also bear an expense risk that the Contingent Deferred
Sales Charges collected before the Income Start Date may not be enough to
cover the actual cost of selling, distributing and administering the Contract.
<PAGE>
16 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

Although variable Annuity Payouts will fluctuate with the performance of the
underlying Fund selected, your Annuity Payouts will NOT be affected by (a) the
actual mortality experience of our Annuitants, or (b) our actual expenses if
they are greater than the deductions stated in the Contract. Because we cannot
be certain how long our Annuitants will live, we charge this percentage fee
based on the mortality tables currently in use. The mortality and expense risk
charge enables us to keep our commitments and to pay you as planned.

3. PREMIUM TAX

We deduct Premium Taxes, if required, by a state or other government agency.
Some states collect the taxes when Premium Payments are made; others collect at
Annuitization. Since we pay Premium Taxes when they are required by applicable
law, we may deduct them from your Contract when we pay the taxes, upon
Surrender, or on the Annuity Calculation Date. The Premium Tax rate varies by
state or municipality. Currently, the maximum rate charged by any state is 3.5%
and 4% in Puerto Rico.

CHARGES AGAINST THE FUNDS -- The Separate Account purchases shares of the Funds
at net asset value. The net asset value of the Fund shares reflects investment
advisory fees and administrative expenses already deducted from the assets of
the Funds. These charges are described in the Funds' prospectuses accompanying
this Prospectus.

WE MAY OFFER, IN OUR DISCRETION, REDUCED FEES AND CHARGES INCLUDING, BUT NOT
LIMITED TO CONTINGENT DEFERRED SALES CHARGES AND THE MORTALITY AND EXPENSE RISK
CHARGE FOR CERTAIN CONTRACTS (INCLUDING EMPLOYER SPONSORED SAVINGS PLANS) WHICH
MAY RESULT IN DECREASED COSTS AND EXPENSES. REDUCTIONS IN THESE FEES AND CHARGES
WILL NOT BE UNFAIRLY DISCRIMINATORY AGAINST ANY CONTRACT OWNER.

DEATH BENEFIT

WHAT IS THE DEATH BENEFIT AND HOW IS IT CALCULATED?

The Death Benefit is the amount we will pay upon the death of the Contract Owner
or the Annuitant. The Death Benefit is calculated when we receive a certified
death certificate or other legal document acceptable to us.

BEFORE THE INCOME START DATE -- If the Contract Owner dies before the Income
Start Date, the Death Benefit will be equal to the Contract Value on the date
the certified death certificate or other legal document acceptable to us is
received. The Death Benefit may be taken in one lump sum or under any of the
Annuity Payout Options then being offered.

ON OR AFTER THE INCOME START DATE -- If the Annuitant dies on or after the
Income Start Date, the Death Benefit will be paid according to the Annuity
Payout Option selected. Under some Annuity Payout Options, there is no Death
Benefit.

Under the Payments Guaranteed for a Specified Number of Years Annuity Payout
Option on or after the Income Start Date, the Death Benefit is the greater of:

x Commuted Value

x 100% of the Premium Payment minus all Annuity Payouts made since the Income
Start Date; or

x the Maximum Anniversary Value.
--------------------------------------------------

As of the date we receive a certified death certificate or other legal document
acceptable to us, we will calculate an Anniversary Value for each Contract
Anniversary. The highest Anniversary Value is the Maximum Anniversary Value. The
Maximum Anniversary Value is only calculated until the earlier of the Contract
Owner or Annuitant's 81st birthday or death.

HOW IS THE DEATH BENEFIT PAID?

The Death Benefit may be taken in one lump sum or under any of the Annuity
Payout Options then being offered by us. When there is more than one
Beneficiary, we will calculate the Death Benefit amount for each Beneficiary's
portion of the proceeds and then pay it out or apply it to a selected Annuity
Payout Option according to each Beneficiary's instructions. If we receive the
complete instructions on a Non-Valuation Day, computations will take place on
the next Valuation Day. Until complete instructions are received from the
Beneficiary, the Death Benefit will be transferred to the Money Market
Sub-Account.

The Beneficiary may elect under the Annuity Payout Option "Death Benefit
Remaining with the Company" to leave proceeds from the Death Benefit with us for
up to five years from the date of the Contract Owner's death if the Contract
Owner died before the Income Start Date. Once we receive a certified death
certificate or other legal documents acceptable to us, the Beneficiary can:
(a) make Sub-Account transfers and (b) take a full Surrender without paying
Contingent Deferred Sales Charges.

REQUIRED DISTRIBUTIONS -- If the Annuitant dies before the Income Start Date,
the Death Benefit must be distributed within five years after death. The
Beneficiary can choose any Annuity Payout Option that results in complete
Annuity Payout within five years.

If the Contract Owner dies on or after the Income Start Date under an Annuity
Payout Option with a Death Benefit, any remaining value must be distributed at
least as rapidly as under the payment method being used as of the Contract
Owner's death.

If the Contract Owner is not an individual (e.g. a trust), then the original
Annuitant will be treated as the Contract Owner in the situations described
above and any change in the original Annuitant will be treated as the death of
the Contract Owner.

WHO WILL RECEIVE THE DEATH BENEFIT?

The distribution of the Death Benefit is based on whether death is before, on or
after the Income Start Date.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 17
- --------------------------------------------------------------------------------

IF DEATH OCCURS BEFORE THE INCOME START DATE:

<TABLE>
<CAPTION>
IF THE DECEASED IS THE . . . AND . . . AND . . . THEN THE . . .
<S> <C> <C> <C>
- ----------------------------------------------------------------------------------------------------------------
Contract Owner There is a surviving joint The Annuitant is living or Joint Contract Owner
Contract Owner deceased receives the Death
Benefit.
- ----------------------------------------------------------------------------------------------------------------
Contract Owner There is no surviving The Annuitant is living or Designated Beneficiary
joint Contract Owner deceased receives the Death
Benefit.
- ----------------------------------------------------------------------------------------------------------------
Contract Owner There is no surviving The Annuitant is living or Contract Owner's estate
joint Contract Owner and deceased receives the Death
the Beneficiary Benefit.
predeceases the Contract
Owner
- ----------------------------------------------------------------------------------------------------------------
Annuitant The Contract Owner is Death Benefit is paid to
living the Contract Owner and not
the designated
Beneficiary.
</TABLE>

IF DEATH OCCURS ON OR AFTER THE INCOME START DATE:

<TABLE>
<CAPTION>
IF THE DECEASED IS THE . . . AND . . . THEN THE . . .
<S> <C> <C>
- ----------------------------------------------------------------------------------------------------------------
Contract Owner Designated Beneficiary becomes the
Contract Owner.
- ----------------------------------------------------------------------------------------------------------------
Annuitant The Contract Owner is living Contract Owner receives the Death
Benefit.
- ----------------------------------------------------------------------------------------------------------------
Annuitant The Annuitant is also the Contract Owner Designated Beneficiary receives the
Death Benefit.
</TABLE>

THESE ARE THE MOST COMMON DEATH BENEFIT SCENARIOS, HOWEVER, THERE ARE OTHERS.
SOME OF THE ANNUITY PAYOUT OPTIONS MAY NOT RESULT IN A DEATH BENEFIT PAYOUT. IF
YOU HAVE QUESTIONS ABOUT THESE AND ANY OTHER SCENARIOS, PLEASE CONTACT YOUR
REGISTERED REPRESENTATIVE OR US.

WHAT SHOULD THE BENEFICIARY CONSIDER?

ALTERNATIVES TO THE REQUIRED DISTRIBUTIONS -- The selection of an Annuity Payout
Option and the timing of the selection will have an impact on the tax treatment
of the Death Benefit. To receive favorable tax treatment, the Annuity Payout
Option selected: (a) cannot extend beyond the Beneficiary's life or life
expectancy, and (b) must begin within one year of the date of death.

If these conditions are NOT met, the Death Benefit will be treated as a lump sum
payment for tax purposes. This sum will be taxable in the year in which it is
considered received.

SPOUSAL CONTRACT CONTINUATION -- If the Beneficiary is the Contract Owner's
spouse, the Beneficiary may elect to continue the Contract as the contract
owner, receive the death benefit in one lump sum payment or elect an Annuity
Payout Option. Spousal continuation is available only once for each Contract.

SURRENDERS

WHAT KINDS OF SURRENDERS ARE AVAILABLE?

FULL SURRENDERS BEFORE THE INCOME START DATE -- When you Surrender your Contract
before the Income Start Date, the Surrender Value of the Contract will be made
in a lump sum payment. The Surrender Value is the Contract Value minus any
applicable Premium Taxes, or Contingent Deferred Sales Charges. The Surrender
Value may be more or less than the amount of the Premium Payments made to a
Contract.

SURRENDERS AFTER THE INCOME START DATE -- Partial Surrenders are permitted after
the Income Start Date if you select the Life Annuity with Payments Guaranteed
for a Specified Number of Years, Joint and Last Survivor Annuity with Payments
Guaranteed for a Specified Number of Years or the Payments Guaranteed for a
Specified Number of Years Annuity Payout Option. You may take partial Surrenders
of amounts equal to the Commuted Value of the payments that we would have made
during the "Specified Number of Years" you select under the Annuity Payout
Option.

To qualify for partial Surrenders under these Annuity Payout Options you must
elect a variable dollar amount Annuity Payout and you must make the Surrender
request during the Specified Number of Years.

Hartford will deduct any applicable Contingent Deferred Sales Charges.

If you elect to take the entire Commuted Value of the Annuity Payouts we would
have made during the Specified Number of Years, Hartford will not make any
Annuity Payouts during the remaining Specified Number of Years. If you elect to
take only some of the Commuted Value of the Annuity Payouts we would have made
during the Specified Number of Years, Hartford will

<PAGE>
18 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

reduce the remaining Annuity Payouts during the remaining Specified Number of
Years. Annuity Payouts that are to be made after the Specified Number of Years
is over will not change.

Please check with your tax adviser because there could be adverse tax
consequences for partial Surrenders after the Income Start Date.

HOW DO I REQUEST A SURRENDER?

Requests for Surrenders must be in writing. We will send your money within seven
days of receiving complete instructions. However, we may postpone payment of
Surrenders whenever: (a) the New York Stock Exchange is closed, (b) trading on
the New York Stock Exchange is restricted by the SEC, (c) the SEC permits and
orders postponement or (d) the SEC determines that an emergency exists to
restrict valuation.

WRITTEN REQUESTS -- To request a Surrender, complete a Surrender Form or send us
a letter, signed by you, stating:

- - the dollar amount that you want to receive, either before or after we withhold
taxes and deduct for any applicable charges,

- - your tax withholding amount or percentage, if any, and

- - your mailing address.

If there are joint Contract Owners, both must authorize all Surrenders. The
partial Surrender will be taken in proportion to the value in each Account.

WHAT SHOULD BE CONSIDERED ABOUT TAXES?

There are certain tax consequences associated with Surrenders:

PRIOR TO AGE 59 1/2 -- If you make a Surrender prior to age 59 1/2, there may be
adverse tax consequences including a10% federal income tax penalty on the
taxable portion of the Surrender payment. Surrendering before age 59 1/2 may
also affect the continuing tax-qualified status of some Contracts.

WE DO NOT MONITOR SURRENDER REQUESTS. TO DETERMINE WHETHER A SURRENDER IS
PERMISSIBLE, WITH OR WITHOUT FEDERAL INCOME TAX PENALTY, PLEASE CONSULT YOUR
PERSONAL TAX ADVISER.

MORE THAN ONE CONTRACT ISSUED IN THE SAME CALENDAR YEAR -- If you own more than
one contract issued by us or our affiliates in the same calendar year, then
these contracts may be treated as one contract for the purpose of determining
the taxation of distributions prior to the Income Start Date. Please consult
your tax adviser for additional information.

INTERNAL REVENUE CODE SECTION 403(B) ANNUITIES -- As of December 31, 1988, all
section 403(b) annuities have limits on full Surrenders. Contributions to your
Contract made after December 31, 1988 and any increases in cash value after
December 31, 1988 may not be distributed unless you are: (a) age 59 1/2, (b) no
longer employed, (c) deceased, (d) disabled, or (e) experiencing a financial
hardship (cash value increases may not be distributed for hardships prior to age
59 1/2). Distributions prior to age 59 1/2 due to financial hardship;
unemployment or retirement may still be subject to a penalty tax of 10%.

WE ENCOURAGE YOU TO CONSULT WITH YOUR TAX ADVISER BEFORE MAKING ANY SURRENDERS.
PLEASE SEE THE "FEDERAL TAX CONSIDERATIONS" SECTION FOR MORE INFORMATION.

ANNUITY PAYOUTS
- --------------------------------------------------------------------------------

THIS SECTION DESCRIBES WHAT HAPPENS WHEN WE BEGIN TO MAKE REGULAR ANNUITY
PAYOUTS FROM YOUR CONTRACT. YOU, AS THE CONTRACT OWNER, SHOULD ANSWER FIVE
QUESTIONS:

- - When do you want Annuity Payouts to begin?

- - What Annuity Payout Option do you want to use?

- - How often do you want to receive Annuity Payouts?

- - Do you want to receive level monthly Annuity Payouts?

- - What is the Assumed Investment Return?

- - How are the variable dollar amount Annuity Payouts determined?

Please check with your financial advisor to select the Annuity Payout Option
that best meets your income needs.

1. WHEN DO YOU WANT ANNUITY PAYOUTS TO BEGIN?

You select an Income Start Date and an Annuity Payout Option when you purchase
your Contract. The Income Start Date is any date after the right to cancel
period is over and no later than 60 days after your Contract is issued. Once
selected, neither the Income Start Date nor your Annuity Payout Option can be
changed.

The Annuity Calculation Date is when the amount of your Annuity Payout is
determined. This occurs within five Valuation Days before your selected Income
Start Date.

All Annuity Payouts, regardless of frequency, will occur on the same day of the
month as the Income Start Date. After the initial payout, if an Annuity Payout
date falls on a Non-Valuation Day, the Annuity Payout is computed on the prior
Valuation Day. If the Annuity Payout date does not occur in a given month due to
a leap year or months with only 28 days (i.e. the 31st), the Annuity Payout will
be computed on the last Valuation Day of the month.

2. WHICH ANNUITY PAYOUT OPTION DO YOU WANT TO USE?

Your Contract contains the Annuity Payout Options described below. The Annuity
Proceeds Settlement Option is an option that can be elected by the Beneficiary
after the death of the Contract Owner and is described in the "Death Benefit"
section. We may at times offer other Annuity Payout Options.

OPTION 1 -- LIFE ANNUITY -- We make Annuity Payouts as long as the Annuitant is
living. When the Annuitant dies, we stop
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 19
- --------------------------------------------------------------------------------
making Annuity Payouts. A Payee would receive only one Annuity Payout if the
Annuitant dies after the first payout, two Annuity Payouts if the Annuitant dies
after the second payout, and so forth.

OPTION 2 -- LIFE ANNUITY WITH CASH REFUND -- We will make Annuity Payouts as
long as the Annuitant is living. When the Annuitant dies, we pay the Beneficiary
the Contract Value as of the Annuity Calculation Date, minus applicable Premium
Taxes, and minus any Annuity Payouts already made. This Annuity Payout Option is
only available if you select the 5% Assumed Investment Return.

OPTION 3 -- LIFE ANNUITY WITH PAYMENTS GUARANTEED FOR A SPECIFIED NUMBER OF
YEARS -- We make monthly Annuity Payouts during the lifetime of the Annuitant
but Annuity Payouts are at least guaranteed for a time period you select which
is between 5 years and 100 years minus the age of Annuitant. If, at the death of
the Annuitant, Annuity Payouts have been made for less than the time period
selected, then the Beneficiary may elect to either continue the Annuity Payouts
for the remainder of the period, receive the Commuted Value in one lump sum or
take the Death Benefit.

For Qualified Contracts, the Annuity Payout period remaining must be less than
the life expectancy of the Annuitant when the Contact is issued.

OPTION 4 -- JOINT AND LAST SURVIVOR LIFE ANNUITY -- We will make Annuity Payouts
as long as the Annuitant and Joint Annuitant are living. When one Annuitant
dies, we continue to make Annuity Payouts to the other Annuitant until that
second Annuitant dies. When choosing this option, you must decide what will
happen to the Annuity Payouts; either fixed or variable, after the first
Annuitant dies. You must select Annuity Payouts that:

- - Remain the same at 100%, or

- - Decrease to 66.67%, or

- - Decrease to 50%.

For variable Annuity Payouts, these percentages represent Annuity Units; for
fixed Annuity Payouts, they represent actual dollar amounts. The percentage will
also impact the Annuity Payout amount we pay while both Annuitants are living.
If you pick a lower percentage, your original Annuity Payouts will be higher
while both Annuitants are alive.

OPTION 5 -- JOINT AND LAST SURVIVOR ANNUITY WITH PAYMENTS GUARANTEED FOR A
SPECIFIED NUMBER OF YEARS -- We will make Annuity Payouts as long as the
Annuitant and Joint Annuitant are living, but Annuity Payouts are at least
guaranteed for a time period you select which is between 5 years and 100 years
minus the age of younger Annuitant. When one Annuitant dies, we continue to make
Annuity Payouts to the other Annuitant until that second Annuitant dies. If the
Annuitant and the Joint Annuitant both die before Annuity Payouts have been made
for less than the time period selected, then the Beneficiary may elect to either
continue the Annuity Payouts for the remainder of the period or receive the
Commuted Value in one lump sum.

When choosing this option, you must decide what will happen to the Annuity
Payouts; either fixed or variable, after the first Annuitant dies. You must
select Annuity Payouts that:

- - Remain the same at 100%, or

- - Decrease to 66.67%, or

- - Decrease to 50%.

For variable Annuity Payouts, these percentages represent Annuity Units. The
percentage will also impact the Annuity Payout amount we pay while both
Annuitants are living. If you pick a lower percentage, your Annuity Payouts will
be higher while both Annuitants are alive.

OPTION 6 -- PAYMENTS GUARANTEED FOR A SPECIFIED NUMBER OF YEARS -- We will make
Annuity Payouts for the number of years that you select. You can select between
5 years and 100 years minus the age of the Annuitant. If the Annuitant dies
before the specified number of years have passed, the Beneficiary may elect
either to continue Annuity Payouts for the rest of the specified number of
years, or receive the Commuted Value in one sum.

IMPORTANT INFORMATION:

- - YOU CANNOT SURRENDER YOUR CONTRACT ONCE ANNUITY PAYOUTS BEGIN, UNLESS YOU HAVE
SELECTED THE PAYMENTS GUARANTEED FOR A SPECIFIED NUMBER OF YEARS ANNUITY
PAYOUT OPTION. A CONTINGENT DEFERRED SALES CHARGE MAY BE DEDUCTED.

3. HOW OFTEN DO YOU WANT THE PAYEE TO RECEIVE ANNUITY PAYOUTS?

In addition to selecting an Income Start Date and an Annuity Payout Option, you
must also decide how often you want the Payee to receive Annuity Payouts. You
may choose to receive Annuity Payouts:

- - monthly,

- - quarterly,

- - semi-annually, or

- - annually.

Once you select a frequency, it cannot be changed. If you do not make a
selection, the Payee will receive monthly Annuity Payouts. You must select a
frequency that results in an Annuity Payout of at least $50. If the amount falls
below $50, we have the right to change the frequency to bring the Annuity Payout
up to at least $50. For Contracts issued in New York, the minimum monthly
Annuity Payout is $20.

4. DO YOU WANT TO RECEIVE LEVEL MONTHLY ANNUITY PAYOUTS?

You may elect to receive Annuity Payouts that vary in amount each Contract Year,
but are level each month throughout the Contract Year. We offer these level
payouts on a monthly frequency only. You can begin receiving these level monthly
Annuity Payouts on your Income Start Date or as of any anniversary of
<PAGE>
20 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
your Income Start Date. You can cancel these level Annuity Payouts by notifying
us within 30 days of the anniversary of the Income Start Date.

The level payouts are available only under the following Annuity Payout Options:

- - Life Annuity with Cash Refund

- - Life Annuity with Payments Guaranteed for a Specified Number of Years

- - Joint and Survivor Life Annuity with Payments Guaranteed for a Specified
Number of Years

- - Payments Guaranteed for a Specified Number of Years

We will transfer the annual variable Annuity Payout amount to the General
Account to provide your level monthly Annuity Payouts. The assets of the General
Account are subject to the claims of our creditors. The level monthly Annuity
Payouts will be calculated using a fixed interest rate which will be determined
annually on each anniversary of your Income Start Date. The minimum interest
rate will be 3%, compounded annually.

In situations where we make Annuity Payouts based on the life of the Annuitant,
we will calcuate the level monthly Annuity Payout using the mortality table
listed in the Contract.

5. WHAT IS THE ASSUMED INVESTMENT RETURN?

The Assumed Investment Return ("AIR") is the investment return you select before
we start to make Annuity Payouts. It is a critical assumption for calculating
variable dollar amount Annuity Payouts. The first Annuity Payout will be based
upon the AIR. The remaining Annuity Payouts will fluctuate based on the
performance of the underlying Funds.

Subject to the approval of your State, you can select one of three AIRs: 3%, 5%
or 6%. The greater the AIR, the greater the initial Annuity Payout. A higher AIR
may result in smaller potential growth in the Annuity Payouts. On the other
hand, a lower AIR results in a lower initial Annuity Payout, but future Annuity
Payouts have the potential to be greater.

For example, if the second monthly Annuity Payout is the same as the first, the
sub-accounts earned exactly the same return as the AIR. If the second monthly
Annuity Payout is more than the first, the sub-accounts earned more than the
AIR. If the second Annuity Payout is less than the first, the sub-account earned
less than the AIR.

Level variable dollar amount Annuity Payouts would be produced if the investment
returns remained constant and equal to the AIR. In fact, Annuity Payouts will
vary up or down as the investment rate varies up or down from the AIR.

6. HOW ARE VARIABLE-DOLLAR AMOUNT ANNUITY PAYOUTS DETERMINED?

A variable-dollar amount Annuity Payout is based on the investment performance
of the Sub-Accounts. The variable-dollar amount Annuity Payouts may fluctuate
with the performance of the underlying Funds. To begin making variable-dollar
amount Annuity Payouts, we convert the first Annuity Payout amount to a set
number of Annuity Units and then price those units to determine the Annuity
Payout amount. The number of Annuity Units that determines the Annuity Payout
amount remains fixed unless you transfer units between Sub-Accounts.

The dollar amount of the first variable Annuity Payout depends on:

- - the Annuity Payout Option chosen,

- - the Annuitant's attained age and gender (if applicable), and,

- - the applicable annuity purchase rates based on the 1983a Individual Annuity
Mortality table

- - the Assumed Investment Return

The total amount of the first variable-dollar amount Annuity Payout is
determined by dividing the Contract Value minus any applicable Premium Taxes, by
$1,000 and multiplying the result by the payment factor defined in the Contract
for the selected Annuity Payout Option.

The dollar amount of each subsequent variable-dollar amount Annuity Payout is
equal to the total of:

Annuity Units for each Sub-Account multiplied by Annuity Unit Value of each
Sub-Account.

The Annuity Unit Value of each Sub-Account for any Valuation Period is equal to
the Accumulation Unit Value Net Investment Factor for the current Valuation
Period multiplied by the Annuity Unit factor found in your Contract, multiplied
by the Annuity Unit Value for the preceding Valuation Period.

TRANSFER OF ANNUITY UNITS -- After the Income Start Date, you may transfer
dollar amounts of Annuity Units from one Sub-Account to another. On the day you
make a transfer, the dollar amounts are equal for both Sub-Accounts and the
number of Annuity Units will be different. We will transfer the dollar amount of
your Annuity Units the day we receive your written request if received before
the close of the New York Stock Exchange. Otherwise, the transfer will be made
on the next Valuation Day.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 21
- --------------------------------------------------------------------------------

OTHER INFORMATION

ASSIGNMENT

Ownership of this Contract is generally assignable. However, if the Contract is
issued to a tax qualified retirement plan, it is possible that the ownership of
the Contract may not be transferred or assigned. An assignment of a
Non-Qualified Contract may subject the Contract Values or Surrender Value to
income taxes and certain penalty taxes.

CONTRACT MODIFICATION

The Annuitant may not be changed. We may modify the Contract, but no
modification will effect the amount or term of any Contract unless a
modification is required to conform the Contract to applicable Federal or State
law. No modification will effect the method by which Contract Values are
determined.

HOW CONTRACTS ARE SOLD

Hartford Securities Distribution Company, Inc. ("HSD") serves as Principal
Underwriter for the securities issued with respect to the Separate Account. HSD
is an affiliate of Hartford. Both HSD and Hartford are ultimately controlled by
The Hartford Financial Services Group, Inc. The principal business address of
HSD is the same as that of Hartford.

The securities will be sold by salesperson of HSD who represent 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 Commission under the Securities 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 and will not be more than 7% of premium
payments. From time to time, Hartford may pay or permit other promotional
incentives, in cash or credit or other compensation.

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

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

LEGAL MATTERS AND EXPERTS

There are no material legal proceedings pending to which the Separate Account is
a party.

Counsel with respect to federal laws and regulations applicable to the issue and
sale of the Contracts and with respect to Connecticut law is Lynda Godkin,
Senior Vice President, General Counsel and Corporate Secretary, Hartford Life
and Annuity Insurance Company, P.O. Box 2999, Hartford, Connecticut 06104-2999.

The audited 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 upon the authority of said firm as experts in giving said reports.
Reference is made to the report on the statutory financial statements of
Hartford Life and Annuity Insurance Company which states the statutory financial
statements are presented in accordance with statutory accounting practices
prescribed or permitted by the National Association of Insurance Commissioners
and the State of Connecticut Insurance Department, and are not presented in
accordance with generally accepted accounting principles. The principal business
address of Arthur Andersen LLP is One Financial Plaza, Hartford, Connecticut
06103.

MORE INFORMATION

You may call your Representative if you have any questions or write or call us
at the address below:

Hartford Life and Annuity Insurance Company
Attn: Individual Annuity Services
P.O. Box 5085
Hartford, Connecticut 06102-5085.
Telephone: (800) 862-6668 (Contract Owners)
(800) 862-7155 (Investment Representatives)

FEDERAL TAX CONSIDERATIONS
- --------------------------------------------------------------------------------

GENERAL

Since federal tax law is complex, the tax consequences of purchasing this
contract will vary depending on your situation. You may need tax or legal advice
to help you determine whether purchasing this contract is right for you.

Our general discussion of the tax treatment of this contract is based on our
understanding of federal income tax laws as they are currently interpreted. A
detailed description of all federal income tax consequences regarding the
purchase of this contract cannot be made in the prospectus. We also do not
discuss state, municipal or other tax laws that may apply to this contract. For
<PAGE>
22 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
detailed information, you should consult with a qualified tax adviser familiar
with your situation.

TAXATION OF HARTFORD AND THE SEPARATE ACCOUNT

The Separate Account is taxed as part of Hartford which is taxed as a life
insurance company under Subchapter L of Chapter 1 of the Code. Accordingly, the
Separate Account is not separately taxed as a "regulated investment company"
under subchapter M. 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. 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.

TAXATION OF PURCHASERS OF NON-QUALIFIED CONTRACTS

CORPORATIONS, TRUSTS AND OTHER NON-NATURAL PERSONS -- Code Section 72 contains
provisions for contract owners which are not natural persons. Non-natural
persons include corporations, trusts, limited liability companies, partnerships
and other types of legal entities. The tax rules for contracts owned by non-
natural persons are different from the rules for contracts owned by individuals.
For example, the annual net increase in the value of the contract is currently
includible 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 are additional
exceptions 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 a non-natural person, the primary annuitant is treated
as the contract owner in applying mandatory distribution rules. These
rules require that certain distributions be made upon the death of the contract
owner. A change in the primary annuitant is also treated as the death of the
contract owner.

NATURAL PERSONS -- Section 72 generally provides that a Contract Owner is not
taxed on increases in the value of the Contract until an amount distributed from
the Contract is received (or deemed received) by the Contract Owner, either in
the form of Annuity Payments, as contemplated by the Contract, or in some other
form (i.e., surrender or Death Benefit). However, this tax deferral generally
applies only if: (1) the investments in the Separate Account are "adequately
diversified" in accordance with Treasury Department regulations, (2) Hartford,
rather than the Contract Owner, is considered the owner of such assets for
federal income tax purposes, and (3) certain distribution requirements are met
in the event that the Contract Owner dies. These requirements are discussed
further under the caption "Tax Status of the Contract" below.

DISTRIBUTIONS PRIOR TO THE INCOME START DATE -- The Contract does not permit
partial withdrawals or partial surrenders or loans. If, however, a Contract is
surrendered prior to the Income Start Date, amounts received by the Contract
Owner are includable in his or her income to the extent that such amounts exceed
the "investment in the contract." For this purpose, the investment in the
contract at any time equals the Premium Payment (to the extent that such Payment
was neither deductible when made nor excludable from income as, for example, in
the case of certain contributions to Qualified Contracts), less any amounts
previously received from the Contract which were not includable in income. Also,
the Surrender Value may be subject to a penalty tax, described below. In
general, an assignment of the Contract (or other change of ownership) without
full and adequate consideration will be treated as a distribution from the
Contract and taxed in the same manner as a surrender (except where the Contract
is transferred between spouses or incident to a divorce).

The Contract provides that upon the death of Contract Owner, Annuitant or Joint
Annuitant, the Beneficiary will receive the Contract Value. This distribution is
includable in the Beneficiary's income as follows: (1) if distributed in a lump
sum, it is taxed in the same manner as a surrender, (2) if it is distributed in
the form of Annuity Payments, it is taxed in the same manner as Annuity Payments
(see below).

DISTRIBUTIONS AFTER THE INCOME START DATE -- The portion of each Annuity Payment
taxable as ordinary income is equal to the excess of the Annuity Payment over
the "exclusion amount." The "exclusion amount" is the investment in the Contract
(described above), adjusted for any guaranteed period, divided by the number of
Annuity Payments expected to be made (determined by Treasury Department
regulations that take into account the Annuitant's life expectancy and the
Annuity Payment Option elected). After the dollar amount of the investment in
the Contract, adjusted for any guaranteed period, is deemed to be recovered, the
entire amount of each Annuity Payment is fully includable in income.
Nonetheless, should the Annuity Payments cease before the adjusted investment in
the Contract is fully recovered, a deduction is allowed for the unrecovered
amount of the adjusted investment in the Contract. Where a guaranteed period of
Annuity Payments is selected and the Annuitant does not live to the end of that
period, the Annuity Payments for the remainder of the period are includable in
income as follows: (1) if distributed in a lump sum, they are included in income
to the extent that they exceed the unrecovered investment in the Contract at
that time, or (2) if received as Annuity Payments, they are fully excluded from
income until the remaining investment in the Contract is deemed to be recovered.
All Annuity Payments thereafter are fully includable in income.

PENALTY TAX ON CERTAIN DISTRIBUTIONS -- Distributions received (or deemed
received) from a Contract (before or after
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HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 23
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the Income Start Date) may be subject to a penalty tax equal to 10% of the
amount treated as taxable income. In general, however, there is no penalty tax
on distributions:

- - made on or after a taxpayer reaches age 59 1/2;

- - made on or after the death of the Contract Owner;

- - attributable to a taxpayer's becoming disabled;

- - that are part of a series of substantially equal periodic payments (not less
frequently than annually) for the life (or the life expectancy) of the
taxpayer or the joint lives (or joint life expectancies) of the taxpayer and
his or her designated beneficiary;

- - made under certain annuities issued in connection with structured settlement
agreements; and

- - made under an annuity contract that is purchased with a single premium payment
when the annuity date is no later than a year from purchase and substantially
equal periodic payments are made, not less frequently than annually, during
the annuity payment period.

AGGREGATION OF TWO OR MORE CONTRACTS -- All non-qualified deferred annuity
contracts that are issued by Hartford (or its affiliates) to the same owner
during any calendar year are treated as one annuity contract for purposes of
determining the amount includable in gross income under Section 72(e) of the
Code. The effects of this rule are not yet clear; however, it could affect the
time when income is taxable and the amount that might be subject to the 10%
penalty tax described above. In addition, the Treasury Department has specific
authority to issue regulations that prevent the avoidance of Section 72(e) of
the Code through the serial purchase of annuity contracts or otherwise. There
may also be other situations in which the Treasury Department may conclude that
it would be appropriate to aggregate two or more deferred or immediate annuity
contracts purchased by the same owner. Accordingly, a Contract Owner should
consult a competent tax adviser before purchasing more than one annuity contract
in a calendar year.

POSSIBLE CHANGES IN TAXATION -- In past years, legislation has been proposed
that would have adversely modified the federal taxation of certain annuity
contracts. For example, one such proposal would have changed the tax treatment
of non-qualified annuities that did not have "substantial life contingencies" by
taxing income as it is credited to the annuity contract. Although as of the date
of this Prospectus Congress is not considering any legislation regarding
taxation of annuity contracts, there is always the possibility that the tax
treatment of annuities could change by legislation or other means (such as IRS
regulations, revenue rulings, judicial decisions, etc.). Moreover, it is also
possible that any change could be retroactive (that is, effective prior to the
date of the change).

CONTRACTS OBTAINED THROUGH A TAX-FREE EXCHANGE OF OTHER ANNUITY OR LIFE
INSURANCE CONTRACTS -- Section 1035 of the Code generally provides that no gain
or loss shall be recognized on the exchange of one annuity contract for another.
If the surrendered contract was issued prior to August 14, 1982, the tax
rules formerly provided that the surrender was taxable only to the extent the
amount received exceeds the owner's investment in the contract will and continue
to apply to amounts allocable to investments in that contract prior to
August 14, 1982. In contrast, contracts issued after January 19, 1985 in a Code
Section 1035 exchange are treated as new contracts for purposes of the penalty
and distribution-at-death rules. Special rules and procedures apply to Section
1035 transactions. Prospective Contract Owners wishing to take advantage of
Section 1035 should consult their tax adviser.

TAX STATUS OF THE CONTRACTS -- The foregoing discussion assumes that the
Contracts qualify as "annuity contracts" for federal income tax purposes under
the Code.

DIVERSIFICATION REQUIREMENTS -- The Code requires that investments supporting
your contract be adequately diversified. Code Section 817 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. If a contract is not treated as an annuity
contract, the contract owner will be subject to income tax on annual increases
in cash value.

The Treasury Department's diversification regulations 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 the
case of government securities, each government agency or instrumentality is
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 still 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.

We monitor the diversification of investments in the separate accounts and test
for diversification as required by the Code. We intend to administer all
contracts subject to the diversification requirements in a manner that will
maintain adequate diversification.
<PAGE>
24 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT -- In order for a variable
annuity contract to qualify for tax deferral, assets in the separate accounts
supporting the contract must be considered to be owned by the insurance company
and not by the contract owner. It is unclear under what circumstances an
investor is considered to have enough control over the assets in the separate
account to be considered the owner of the assets for tax purposes.

The IRS has issued several rulings discussing investor control. These rulings
say that certain incidents of ownership by the contract owner, such as the
ability to select and control investments in a separate account, will cause the
contract owner to be treated as the owner of the assets for tax purposes.

In its explanation of the diversification regulations, the Treasury Department
recognized 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, guidance has
yet to be issued. We do not know if additional guidance will be issued. If
guidance is issued, we do not know if it will have a retroactive effect.

Due to the lack of specific guidance on investor control, there is some
uncertainty about when a contract owner is considered the owner of the assets
for tax purposes. We reserve the right to modify the contract, as necessary, to
prevent you from being considered the owner of assets in the separate account.

REQUIRED DISTRIBUTIONS -- In order to be treated as an annuity contract for
federal income tax purposes, Section 72(s) of the Code requires any
Non-Qualified Contract to provide that: (a) if any Contract Owner dies on or
after the Income Start Date but prior to the time the entire interest in the
Contract has been distributed, the remaining portion of such interest will be
distributed at least as rapidly as under the method of distribution being used
as of the date of that Contract Owner's death; and (b) if any Contract Owner
dies prior to the Income Start Date, the entire interest in the Contract will be
distributed within five years after the date of the Contract Owner's death.
These requirements will be considered satisfied as to any portion of the
Contract Owner's interest that is payable to or for the benefit of a "designated
beneficiary," and that is distributed over the life of such Beneficiary or over
a period not extending beyond the life expectancy of that Beneficiary, provided
that such distributions begin within one year of that Contract Owner's death.
The Contract Owner's "designated beneficiary" is the person designated by such
Contract Owner as a Beneficiary and must be a natural person. However, if the
Contract Owner's sole designated beneficiary is the surviving spouse of the
Contract Owner, the Contract may be continued with the surviving spouse as the
new Contract Owner. This spousal continuation shall apply only once for this
contract. The requirements further provide that if the Contract Owner is not an
individual, the primary Annuitant shall be treated as the Contract Owner for
purposes of making distributions that 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. The Contract does not
permit a change of the Annuitants, however.

Non-Qualified Contracts contain provisions that are intended to comply with the
requirements of Section 72(s) of the Code, although no regulations interpreting
these requirements have yet been issued. Hartford will review such provisions
and modify them if necessary to assure that they comply with the requirements of
Code Section 72(s) when clarified by regulation or otherwise.

CONTRACT OWNERS THAT ARE NONRESIDENT
ALIENS OR FOREIGN CORPORATIONS

The discussion above provides general information regarding U.S. federal income
tax consequences to Contract Owners 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 and any required tax forms are submitted to
Hartford. 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 adviser regarding U.S., state, and foreign taxation
with respect to the purchase of a Contract.

OTHER TAX CONSEQUENCES

As noted above, the foregoing comments about the federal tax consequences under
these Contracts are not exhaustive, and special rules may apply to other tax
situations not discussed in this Prospectus. Further, the federal income tax
consequences discussed herein reflect Hartford's understanding of current law
and the law may change. Federal estate and state and local estate, inheritance
and other tax consequences of ownership or receipt of distributions under a
Contract depend on the individual circumstances of each Contract Owner or
recipient of the distribution. In particular, gift and/or estate tax
consequences may result in situations where the Contract Owner is not also the
Annuitant, Payee, and Beneficiary. A competent tax adviser should be consulted
for further information.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 25
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TABLE OF CONTENTS TO STATEMENT OF ADDITIONAL INFORMATION

<TABLE>
<CAPTION>
PAGE
--------
<S> <C>
- ----------------------------------------------------------------------
DESCRIPTION OF HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- ----------------------------------------------------------------------
INDEPENDENT PUBLIC ACCOUNTANTS
- ----------------------------------------------------------------------
DISTRIBUTION OF CONTRACTS
- ----------------------------------------------------------------------
CALCULATION OF YIELD AND RETURN
- ----------------------------------------------------------------------
Yield of the Money Market Sub-Account
- ----------------------------------------------------------------------
Yield of the Bond, High Yield and Mortgage Securities
Sub-Accounts
- ----------------------------------------------------------------------
Calculation of Total Return
- ----------------------------------------------------------------------
PERFORMANCE COMPARISONS
- ----------------------------------------------------------------------
Yield and Total Return
- ----------------------------------------------------------------------
VARIABLE ANNUITY PAYMENTS
- ----------------------------------------------------------------------
Annuity Unit Value
- ----------------------------------------------------------------------
Illustration of Calculation of Annuity Unit Value
- ----------------------------------------------------------------------
Illustration of Variable Annuity Payments
- ----------------------------------------------------------------------
OTHER INFORMATION
- ----------------------------------------------------------------------
</TABLE>

<PAGE>
26 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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APPENDIX I -- INFORMATION REGARDING TAX-QUALIFIED RETIREMENT PLANS

This summary does not attempt to provide more than general information about the
federal income tax rules associated with use of a Contract by a tax-qualified
retirement plan. Because of the complexity of the federal tax rules, owners,
participants and beneficiaries are encouraged to consult their own tax advisors
as to specific tax consequences.

The federal tax rules applicable to owners of Contracts under tax-qualified
retirement plans vary according to the type of plan as well as the terms and
conditions of the plan itself. Contract owners, plan participants and
beneficiaries are cautioned that the rights and benefits of any person may be
controlled by the terms and conditions of the tax-qualified retirement plan
itself, regardless of the terms and conditions of a Contract. We are not bound
by the terms and conditions of such plans to the extent such terms conflict with
a Contract, unless we specifically consent to be bound.

Some tax-qualified retirement plans are subject to distribution and other
requirements that are not incorporated into our administrative procedures.
Contract owners, participants and beneficiaries are responsible for determining
that contributions, distributions and other transactions comply with applicable
law. Tax penalties may apply to transactions with respect to tax-qualified
retirement plans if applicable federal income tax rules and restrictions are not
carefully observed.

We do not currently offer the Contracts in connection with all of the types of
tax-qualified retirement plans discussed below and may not offer the Contracts
for all types of tax-qualified retirement plans in the future.

1. TAX-QUALIFIED PENSION OR PROFIT-SHARING PLANS -- Eligible employers can
establish certain tax-qualified pension and profit-sharing plans under section
401 of the Code. Rules under section 401(k) of the Code govern certain "cash or
deferred arrangements" under such plans. Rules under section 408(k) govern
"simplified employee pensions." Tax-qualified pension and profit-sharing plans
are subject to limitations on the amount that may be contributed, the persons
who may be eligible to participate and the time when distributions must
commence. Employers intending to use the Contracts in connection with tax-
qualified pension or profit-sharing plans should seek competent tax and other
legal advice.

2. TAX SHELTERED ANNUITIES UNDER SECTION 403(B) -- Public schools and certain
types of charitable, educational and scientific organizations, as specified in
section 501(c)(3) of the Code, can purchase tax-sheltered annuity contracts for
their employees. Tax-deferred contributions can be made to tax-sheltered annuity
contracts under section 403(b) of the Code, subject to certain limitations.
Generally, such contributions may not exceed the lesser of $10,000 (indexed) or
20% of the employee's "includable compensation" for such employee's most recent
full year of employment, subject to other adjustments. Special provisions under
the Code 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:

- - after the participating employee attains age 59 1/2;

- - upon separation from service;

- - upon death or disability; or

- - in the case of hardship (and in the case of hardship, any income attributable
to such contributions may not be distributed).

Generally, the above restrictions do not apply to distributions attributable to
cash values or other amounts held under a section 403(b) contract as of
December 31, 1988.

3. DEFERRED COMPENSATION PLANS UNDER SECTION 457 -- A governmental employer or a
tax-exempt employer other than a governmental unit can establish a Deferred
Compensation Plan under section 457 of the Code. For these purposes, a
"governmental employer" is a State, a political subdivision of a State, or an
agency or an instrumentality of a State or political subdivision of a State.
Employees and independent contractors performing services for a governmental or
tax-exempt employer can elect to have contributions made to a Deferred
Compensation Plan of their employer in accordance with the employer's plan and
section 457 of the Code.

Deferred Compensation Plans that meet the requirements of section 457(b) of the
Code are called "eligible" Deferred Compensation Plans. Section 457(b) limits
the amount of contributions that can be made to an eligible Deferred
Compensation Plan on behalf of a participant. Generally, the limitation on
contributions is 33 1/3% of a participant's includable compensation (typically
25% of gross compensation) or, for 1999, $8,000 (indexed), whichever is less.
The plan may provide for additional "catch-up" contributions during the three
taxable years ending before the year in which the participant attains normal
retirement age.

All of the assets and income of an eligible Deferred Compensation Plan
established by a governmental employer after August 20, 1996, must be held in
trust for the exclusive benefit of participants and their beneficiaries. For
this purpose, custodial accounts and certain annuity contracts are treated as
trusts. Eligible Deferred Compensation Plans that were in existence on
August 20, 1996 may be amended to satisfy the trust and exclusive benefit
requirements any time prior to January 1, 1999, and must be amended not later
than that date to continue to receive favorable tax treatment. The requirement
of a trust does not apply to amounts under a Deferred Compensation Plan of a
tax-
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 27
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exempt (non-governmental) employer. In addition, the requirement of a trust does
not apply to amounts under a Deferred Compensation Plan of a governmental
employer if the Deferred Compensation Plan is not an eligible plan within the
meaning of section 457(b) of the Code. In the absence of such a trust, amounts
under the plan will be subject to the claims of the employer's general
creditors.

In general, distributions from an eligible Deferred Compensation Plan are
prohibited under section 457 of the Code unless made after the participating
employee:

- - attains age 70 1/2,

- - separates from service,

- - dies, or

- - suffers an unforeseeable financial emergency as defined in the Code.

Under present federal tax law, amounts accumulated in a Deferred Compensation
Plan under section 457 of the Code cannot be transferred or rolled over on a
tax-deferred basis except for certain transfers to other Deferred Compensation
Plans under section 457 in limited cases.

4. INDIVIDUAL RETIREMENT ANNUITIES ("IRAS") UNDER
SECTION 408

TRADITIONAL IRAS -- Eligible individuals can establish individual retirement
programs under section 408 of the Code through the purchase of an IRA. Section
408 imposes limits with respect to IRAs, including limits on the amount that may
be contributed to an IRA, the amount of such contributions that may be deducted
from taxable income, the persons who may be eligible to contribute to an IRA,
and the time when distributions commence from an IRA. Distributions from certain
tax-qualified retirement plans may be "rolled-over" to an IRA on a tax-deferred
basis.

SIMPLE IRAS -- Eligible employees may establish SIMPLE IRAs in connection with a
SIMPLE IRA plan of an employer under section 408(p) of the Code. Special
rollover rules apply to SIMPLE IRAs. Amounts can be rolled over from one SIMPLE
IRA to another SIMPLE IRA. However, amounts can be rolled over from a SIMPLE IRA
to a Traditional IRA only after two years have expired since the employee first
commenced participation in the employer's SIMPLE IRA plan. Amounts cannot be
rolled over to a SIMPLE IRA from a qualified plan or a Traditional IRA. Hartford
is a non-designated financial institution for purposes of the SIMPLE IRA rules.

ROTH IRAS -- Eligible individuals may establish Roth IRAs under section 408A of
the Code. Contributions to a Roth IRA are not deductible. Subject to special
limitations, a Traditional IRA may be converted into a Roth IRA or a
distribution from a Traditional IRA may be rolled over to a Roth IRA. However, a
conversion or a rollover from a Traditional IRA to a Roth IRA is not excludable
from gross income. If certain conditions are met, qualified distributions from a
Roth IRA are tax-free.

5. FEDERAL TAX PENALTIES AND WITHHOLDING -- Distributions from tax-qualified
retirement plans are generally taxed as ordinary income 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 that bears the
same ratio as the after-tax contributions bear to the expected return.

(A) PENALTY TAX ON EARLY DISTRIBUTIONS Section 72(t) of the Code imposes an
additional penalty tax equal to 10% of the taxable portion of a distribution
from certain tax-qualified retirement plans. However, the 10% penalty tax
does not apply to a distributions that is:

- - Made on or after the date on which the employee reaches age 59 1/2;

- - Made to a beneficiary (or to the estate of the employee) on or after the death
of the employee;

- - Attributable to the employee's becoming disabled (as defined in the Code);

- - Part of a series of substantially equal periodic payments (not less frequently
than annually) made for the life (or life expectancy) of the employee or the
joint lives (or joint life expectancies) of the employee and his or her
designated beneficiary;

- - Except in the case of an IRA, made to an employee after separation from
service after reaching age 55; or

- - Not greater than the amount allowable as a deduction to the employee for
eligible medical expenses during the taxable year.

IN ADDITION, THE 10% PENALTY TAX DOES NOT APPLY TO A DISTRIBUTION FROM AN IRA
THAT IS:

- - Made after separation from employment to an unemployed IRA owner for health
insurance premiums, if certain conditions are met;

- - Not in excess of the amount of certain qualifying higher education expenses,
as defined by section 72(t)(7) of the Code; or

- - A qualified first-time homebuyer distribution meeting the requirements
specified at section 72(t)(8) of the Code.

If you are a participant in a SIMPLE IRA plan, you should be aware that the 10%
penalty tax is increased to 25% with respect to non-exempt early distributions
made from your SIMPLE IRA during the first two years following the date you
first commenced participation in any SIMPLE IRA plan of your employer.

(B) MINIMUM DISTRIBUTION PENALTY TAX If the amount distributed is less than the
minimum required distribution for the year, the Participant is subject to a
50% penalty tax on the amount that was not properly distributed.

An individual's interest in a tax-qualified retirement plan generally must be
distributed, or begin to be distributed, not later than the Required Beginning
Date. Generally, the Required Beginning Date is April 1 of the calendar year
following the later of:
<PAGE>
28 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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- - the calendar year in which the individual attains age 70 1/2; or

- - the calendar year in which the individual retires from service with the
employer sponsoring the plan.

The Required Beginning Date for an individual who is a five (5) percent owner
(as defined in the Code), or who is the owner of an IRA, is April 1 of the
calendar year following the calendar year in which the individual attains age
70 1/2.

The entire interest of the Participant must be distributed beginning no later
than the Required Beginning Date over:

- - the life of the Participant or the lives of the Participant and the
Participant's designated beneficiary, or

- - over a period not extending beyond the life expectancy of the Participant or
the joint life expectancy of the Participant and the Participant's 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 individual's 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 and distribution is over the life
of such 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.

(C) WITHHOLDING In general, regular wage withholding rules apply to
distributions from IRAs and plans described in section 457 of the Code.
Periodic distributions from other tax-qualified retirement plans that are
made for a specified period of 10 or more years or for the life or life
expectancy of the participant (or the joint lives or life expectancies of
the participant and beneficiary) are generally subject to federal income tax
withholding as if the recipient were married claiming three exemptions. 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.

Mandatory federal income tax withholding at a flat rate of 20% will generally
apply to other distributions from such other tax-qualified retirement plans
unless such distributions are:

- - the non-taxable portion of the distribution;

- - required minimum distributions; or

- - direct transfer distributions.

Direct transfer distributions are direct payments to an IRA or to another
eligible retirement plan under Code section 401(a)(31).

Certain states require withholding of state taxes when federal income tax is
withheld.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 29
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ILLUSTRATIONS OF ANNUITY PAYMENTS
ASSUMING HYPOTHETICAL RATES OF RETURN

The following graph has been prepared to show how investment performance could
affect Variable Annuity Payments over time. The graph illustrates the Variable
Annuity Payments of a Non-Qualified Contact under three rate of return
scenarios. Of course, the illustrations merely represent what Variable Annuity
Payments might be paid under a HYPOTHETICAL Non-Qualified Contract.
WHAT THE GRAPHS ILLUSTRATE -- Each curve plotted on the graph illustrates the
payments under a hypothetical Non-Qualified Contract (described in more detail
below) assuming a different hypothetical rate of return for a single Sub-Account
supporting the Contract by plotting one point for each contract year. Each such
annual point on the graph represents the average of twelve monthly Variable
Annuity Payments made in that contract year under the hypothetical Contract
(hereinafter, an "Average Monthly Payment"). Each curve on the graph assumes
that the initial Variable Annuity Payment under the hypothetical Contract is
$1,000 (discussed in more detail below).
HYPOTHETICAL RATES OF RETURN -- The Variable Annuity Payments reflect three
different assumptions for a constant investment return before fees and expenses:
0%, 6% and 12%. Net of all expenses, these constant returns are: -1.85%, 4.04%
and 9.93%. Average Monthly Payments reflect the assumed investment return net of
all expenses of the illustrated Sub-Account (and the Funds) over the periods
shown in each graph. Fund management fees and operating expenses are assumed to
be at an annual rate of 0.62% of their average daily net assets. This is the
weighted average of Fund expenses shown in the fee table on page 6. The
mortality and expense risk charge is assumed to be at an annual rate of 1.25% of
the illustrated Sub-Account's average daily net assets.
Nevertheless, THE AVERAGE MONTHLY PAYMENTS DEPICTED IN THE GRAPH ARE BASED ON
HYPOTHETICAL CONTRACTS AND HYPOTHETICAL INVESTMENT RESULTS AND ARE NOT
PROJECTIONS OR INDICATIONS OF FUTURE RESULTS. HARTFORD DOES NOT GUARANTEE OR
EVER SUGGEST THAT ANY SUB-ACCOUNT OR CONTRACT ISSUED BY IT WOULD GENERATE THESE
OR SIMILAR AVERAGE MONTHLY PAYMENTS FOR ANY PERIOD OF TIME. THE GRAPHS ARE FOR
ILLUSTRATION PURPOSES ONLY AND DO NOT REPRESENT FUTURE VARIABLE ANNUITY PAYMENTS
OR FUTURE INVESTMENT RETURNS. Variable Annuity Payments under a real Contract
may be more or less than those forming the basis for the Average Monthly
Payments shown in these illustrations if the actual returns of the Sub-Accounts
selected by a Contract Owner are different from the hypothetical returns.
Because it is very likely that a Sub-Account's investment return will fluctuate
over time, one can expect Variable Annuity Payments under a real Contract to
fluctuate. Moreover, under a real Contract, the total amount of Variable Annuity
Payments ultimately received by a Payee depends upon which Annuity Payment
Option the Contract Owner selects and, for life contingent annuity payment
options, how long the Annuitant lives. See "Annuity Payouts."
ASSUMPTIONS ON WHICH THE HYPOTHETICAL CONTRACT IS BASED -- In order to
illustrate a hypothetical Contract, Hartford had to make several assumptions
about the Contract. These assumptions are that: (1) the hypothetical Contract is
a Non-Qualified Contract, (2) the entire Contract Value of the hypothetical
Contract is allocated (on the Annuity Calculation Date) to a Sub-Account having
a constant investment return before fees and expenses of 0%, 6%, or 12%,
(3) the Contract Owner selected an Assumed Investment Return of 5%, (4) the
Contract Owner elects to receive monthly Variable Annuity Payments, and (5) the
Contract Value (less any applicable Premium Tax) applied to the purchase of
Annuity Units on the Annuity Calculation Date under the Annuity Payment Option
selected results in an initial Variable Annuity Payment of $1,000.
For a discussion of how a Contract Owner may elect to receive monthly,
quarterly, semi-annual or annual Variable Annuity Payments, see "Annuity
Payouts."
ASSUMED INVESTMENT RETURN -- Among the most important factors that determine
that amount of Variable Annuity Payments is the Assumed Investment Return
selected by the Contract Owner. The hypothetical Contract has an Assumed
Investment Return of 5%. Subject to state approval, a Contract Owner may,
however, select a 3%, 5% or 6% Assumed Investment Return under a real Contract.
Generally, Variable Annuity Payments will increase in size from one Income
Payment Date to the next if the annualized net rate of return during that time
is greater than the Assumed Investment Return, and will decrease if the
annualized net rate of return over this period is less than the Assumed
Investment Return. (The Assumed Investment Return is an important component of
the Payment Factor.) For a detailed discussion of Assumed Investment Returns,
see "Annuity Payouts."
THE $1,000 INITIAL ANNUITY PAYMENT -- The hypothetical Contract has an initial
Variable Annuity Payment of $1,000. The dollar amount of the first Variable
Annuity Payment under a real Contract generally depends upon the Annuity Payment
Option selected by the Contract Owner, the amount of Contract Value applied to
purchase the Variable Annuity Payments, the annuity purchase rates in the
Contract at the time it is purchased (i.e., the Payment Factor), the age of the
Annuitant, and, in most cases (e.g., Non-Qualified Contracts), the sex of the
Annuitant. For each of the illustrations, the entire Contract Value under the
hypothetical Contract is allocated to a Sub-Account having a constant investment
return before fees and expenses of 0%, 6%, or 12%. However, for a real Contract,
Contract Value is often allocated among several Sub-Accounts prior to the
Annuity Calculation Date. The dollar amount of the first Variable Annuity
Payment attributable to each Sub-Account is determined under a real Contract by
dividing the dollar amount of Contract Value (less applicable Premium Tax)
applied to that Sub-Account on the Annuity Calculation Date by $1,000, and
multiplying the result by the annuity Payment Factor in the Contract for the
selected Annuity Payment Option. The dollar value of the first Variable Annuity
Payment is the sum of the first Variable Annuity Payments attributable to each
Sub-Account. For a detailed discussion of how the first Variable Annuity Payment
is determined, see "Annuity Payouts."
<PAGE>
30 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

HYPOTHETICAL ILLUSTRATIONS
<TABLE>
<CAPTION>
HYPOTHETICAL 0% GROSS RATE HYPOTHETICAL 6% GROSS RATE
AVERAGE MONTHLY PAYMENT AVERAGE MONTHLY PAYMENT
FOR EACH YEAR SHOWN FOR EACH YEAR SHOWN
$1,000 INITIAL PAYMENT; 5% AIR $1,000 INITIAL PAYMENT; 5% AIR
- -------------------------------- -------------------------------
AVERAGE AVERAGE
CONTRACT MONTHLY CONTRACT MONTHLY
YEAR PAYMENT YEAR PAYMENT
- --------------------- -------- -------------- --------------
<S> <C> <C> <C>
1 970 1 996
2 906 2 988
3 847 3 980
4 791 4 972
5 740 5 964
6 691 6 956
7 646 7 948
8 604 8 940
9 564 9 932
10 527 10 924
11 493 11 917
12 461 12 909
13 430 13 902
14 402 14 894
15 376 15 887
16 351 16 879
17 328 17 872
18 307 18 865
19 287 19 858
20 268 20 851

<CAPTION>
HYPOTHETICAL 0% GR HYPOTHETICAL 12% GROSS RATE
AVERAGE MONTHLY P AVERAGE MONTHLY PAYMENT
FOR EACH YEAR S FOR EACH YEAR SHOWN
$1,000 INITIAL PAYME $1,000 INITIAL PAYMENT; 5% AIR
- --------------------- -------------------------------
AVERAGE
CONTRACT CONTRACT MONTHLY
YEAR YEAR PAYMENT
- --------------------- -------------- --------------
<S> <C> <C>
1 1 1,022
2 2 1,072
3 3 1,125
4 4 1,179
5 5 1,237
6 6 1,298
7 7 1,361
8 8 1,427
9 9 1,497
10 10 1,570
11 11 1,647
12 12 1,727
13 13 1,812
14 14 1,900
15 15 1,993
16 16 2,091
17 17 2,193
18 18 2,300
19 19 2,412
20 20 2,530
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT
<S> <C> <C> <C>
Contract 0% 6% 12%
Year Gross Rate Gross Rate Gross Rate
1 970 996 1,022
2 906 988 1,072
3 847 980 1,125
4 791 972 1,179
5 740 964 1,237
6 691 956 1,298
7 646 948 1,361
8 604 940 1,427
9 564 932 1,497
10 527 924 1,570
11 493 917 1,647
12 461 909 1,727
13 430 902 1,812
14 402 894 1,900
15 376 887 1,993
16 351 879 2,091
17 328 872 2,193
18 307 865 2,300
19 287 858 2,412
20 268 851 2,530
</TABLE>
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 31
- --------------------------------------------------------------------------------

ILLUSTRATIONS OF ANNUITY PAYMENTS
USING HISTORIC RATES OF RETURN

The following graphs have been prepared to show how investment performance
affects Variable Annuity Payments over time. These graphs illustrate the
"performance" of a Non-Qualified Contract under which Variable Annuity Payments
begin at the end of the month that the Contract was issued which is the same
month that each Sub-Account illustrated began operations. Of course, Hartford
did not sell Contracts prior to the date of this Prospectus (i.e., during any of
the time periods shown) and therefore the illustrations merely represent what
Variable Annuity Payments might have been under a hypothetical Non-Qualified
Contract had one existed during the years shown.

WHAT THE GRAPHS ILLUSTRATE -- Each graph illustrates the "performance" of a
particular Sub-Account based on hypothetical Non-Qualified Contract (described
in more detail below) by plotting one point for each calendar year since the
Sub-Account began operations. Each such annual point on the graph represents the
average of twelve monthly Variable Annuity Payments made in that year under the
hypothetical Contract. Each graph assumes that the initial Variable Annuity
Payment under the hypothetical Contract is $1,000 (discussed in more detail
below). All of the graphs end on December 31, 1998. Where a Sub-Account began
operations in mid-year, the point for the first year represents the average of
monthly Variable Annuity Payments made (which is fewer than 12) under the
hypothetical Contract during that year. The points therefore represent, in each
case, the average monthly Variable Annuity Payment (hereinafter, an "Average
Monthly Payment").

Average Monthly Payments reflect the actual past investment return after all
expenses of the Sub-Accounts over the periods shown in each graph. Nevertheless,
THE AVERAGE MONTHLY PAYMENTS DEPICTED IN THE GRAPHS ARE BASED ON HYPOTHETICAL
CONTRACTS AND PAST INVESTMENT RESULTS AND ARE NOT PROJECTIONS OR INDICATIONS OF
FUTURE RESULTS. HARTFORD DOES NOT GUARANTEE OR EVEN SUGGEST THAT ANY CONTRACT
ISSUED BY IT WOULD GENERATE THESE OR SIMILAR VARIABLE ANNUITY PAYMENTS FOR ANY
PERIOD OF TIME. THE GRAPHS ARE FOR ILLUSTRATION PURPOSES ONLY AND DO NOT
REPRESENT FUTURE VARIABLE ANNUITY PAYMENTS OR FUTURE INVESTMENT RETURNS.
Variable Annuity Payments under a real Contract may be more or less than those
forming the basis for the Average Monthly Payments shown in these illustrations
if the actual returns of the Sub-Accounts selected by a Contract Owner are
different from the past returns of the Sub-Accounts. Because it is very likely
that a Sub-Account's investment return will fluctuate over time, one can expect
Variable Annuity Payments under a real Contract to fluctuate. Moreover, under a
real Contract, the total amount of Variable Annuity Payments ultimately received
by a Payee depends upon which Annuity Payment Option the Contract Owner selects
and, for life contingent annuity options, how long the Annuitant lives. (See
"Annuity Payouts.")

ASSUMPTIONS ON WHICH THE HYPOTHETICAL CONTRACT IS BASED -- In order to
illustrate a hypothetical Contract, Hartford had to make several assumptions
about the Contract. These assumptions are that: (1) the hypothetical Contract is
a Non-Qualified Contract, (2) the entire Contract Value of the hypothetical
Contract is allocated (on the Annuity Calculation Date) to the Sub-Account being
illustrated, (3) the Contract Owner selected an Assumed Investment Return of 5%,
(4) the Contract Owner elects to receive monthly Variable Annuity Payments and
elects an Income Start Date that is the last day of the month in which the
Contract was issued, (5) the Contract Value (less any applicable premium tax)
applied to the purchase of Annuity Units on the Annuity Calculation Date under
the Annuity Payment Option selected results in an initial Variable Annuity
Payment of $1,000, and (6) the Income Start Date is the last day of the month
that the Sub-Account illustrated began operations. TO THE EXTENT THAT A REAL
CONTRACT IS ISSUED BY HARTFORD ON A BASIS DIFFERENT FROM THE FOREGOING
ASSUMPTIONS, THAT REAL CONTRACT WOULD HAVE HAD AVERAGE MONTHLY PAYMENTS
DIFFERENT FROM THOSE ILLUSTRATED EVEN DURING THE PERIODS ILLUSTRATED.

For a discussion of how a Contract Owner may elect to receive monthly,
quarterly, semi-annual or annual Variable Annuity Payments, see "Annuity
Payouts."

ASSUMED INVESTMENT RETURN -- Among the most important factors that determine
that amount of Variable Annuity Payments is the Assumed Investment Return
selected by the Contract Owner. The hypothetical Contract has an Assumed
Investment Return of 5%. Subject to state approval, a Contract Owner may,
however, select a 3%, 5% or 6% Assumed Investment Return under a real Contract.
Generally, Variable Annuity Payments will increase in size from one Income
Payment Date to the next if the annualized net rate of return during that time
is greater than the Assumed Investment Return, and will decrease if the
annualized net rate of return over this period is less than the Assumed
Investment Return. (The Assumed Investment Return is an important component of
the Payment Factor.) For a detailed discussion of Assumed Investment Returns,
see "Variable Annuity Payments." Standardized and non-standardized average
annual total returns as well as the Sub-Account Annual Percentage Change column
reflect the performance of the Sub-Account being illustrated without adjustment
for an Assumed Investment Return.

THE $1,000 INITIAL ANNUITY PAYMENT -- The hypothetical Contract has an initial
Variable Annuity Payment of $1,000. The dollar amount of the first Variable
Annuity Payment under a real Contract generally depends upon the Annuity Payment
Option selected by the Contract Owner, the amount of Contract Value applied to
purchase the Variable Annuity Payments, the annuity purchase rates in the
Contract at the time it is purchased (i.e., the Payment Factor), the age of the
Annuitant, and, in most cases (e.g., Non-Qualified Contracts), the sex of the
Annuitant. For each of the illustrations, the entire Contract Value under the
hypothetical Contract is allocated to the Sub-Account shown in
<PAGE>
32 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
the illustrations. However, for a real Contract, Contract Value is often
allocated among several Sub-Accounts prior to the Annuity Calculation Date. The
dollar amount of the first Variable Annuity Payment attributable to each
Sub-Account is determined under a real Contract by dividing the dollar amount of
Contract Value (less applicable Premium Tax) applied to that Sub-Account on the
Annuity Calculation Date by $1,000, and multiplying the result by the annuity
Payment Factor in the Contract for the selected Annuity Payment Option. The
dollar value of the first Variable Annuity Payment is the sum of the first
Variable Annuity Payments attributable to each Sub-Account. For a detailed
discussion of how the first Variable Annuity Payment is determined, see "Annuity
Payouts."
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 33
- --------------------------------------------------------------------------------

ADVISERS SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980
1981
1982
1983* 990 1.26%
1984 948 6.05%
1985 1,078 25.26%
1986 1,253 11.27%
1987 1,337 4.66%
1988 1,322 12.71%
1989 1,479 20.24%
1990 1,459 0.01%
1991 1,584 18.88%
1992 1,630 6.96%
1993 1,731 10.86%
1994 1,688 -3.94%
1995 1,821 26.74%
1996 2,042 15.14%
1997 2,384 22.96%
1998 2,745 23.11%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 23.11%
5 Year 16.24%
10 Year 13.66%
Since Inception 12.52%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 17.11%
5 Year 15.80%
10 Year 13.66%
Since Inception 12.52%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983* 990
1984 948
1985 1,078
1986 1,253
1987 1,337
1988 1,322
1989 1,479
1990 1,459
1991 1,584
1992 1,630
1993 1,731
1994 1,688
1995 1,821
1996 2,042
1997 2,384
1998 2,745
</TABLE>

* Fund inception was 4/83. Therefore, the Average Monthly Payment represents
the average monthly payment from April 1983 to December 1983. The Annual Sub-
Account Return is based on the period from April 1983 to December 1983.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
34 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

CAPITAL APPRECIATION SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980
1981
1982
1983
1984* 1,038 9.16%
1985 1,237 34.37%
1986 1,485 7.65%
1987 1,496 -5.55%
1988 1,451 24.67%
1989 1,694 22.60%
1990 1,550 -12.02%
1991 1,852 52.16%
1992 2,100 15.55%
1993 2,492 19.30%
1994 2,562 1.26%
1995 2,897 28.63%
1996 3,328 19.20%
1997 3,881 20.83%
1998 4,150 14.04%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 14.04%
5 Year 16.43%
10 Year 17.08%
Since Inception 16.16%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 8.04%
5 Year 15.99%
10 Year 17.08%
Since Inception 16.16%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984* 1,038
1985 1,237
1986 1,485
1987 1,496
1988 1,451
1989 1,694
1990 1,550
1991 1,852
1992 2,100
1993 2,492
1994 2,562
1995 2,897
1996 3,328
1997 3,881
1998 4,150
</TABLE>

* Fund inception was 4/84. Therefore, the Average Monthly Payment represents
the average monthly payment from April 1984 to December 1984. The Annual Sub-
Account Return is based on the period from April 1984 to December 1984.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 35
- --------------------------------------------------------------------------------

DIVIDEND AND GROWTH SUB-ACCOUNT

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 14.97%
5 Year --
10 Year --
Since Inception 20.58%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 8.97%
5 Year --
10 Year --
Since Inception 20.25%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994* 1,024
1995 1,146
1996 1,383
1997 1,695
1998 1,932
</TABLE>

* Fund inception was 3/94. Therefore, the Average Monthly Payment represents
the average monthly payment from March 1994 to December 1994. The Annual Sub-
Account Return is based on the period from March 1994 to December 1994.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
36 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

GLOBAL LEADERS SUB-ACCOUNT

<TABLE>
<CAPTION>
TOTAL RETURNS FOR THE PERIOD
9/30/98 - 12/31/98**
- ---------------------------------------------
<S> <C>
31.47% (does not reflect contingent deferred
sales charge)
<CAPTION>
AVERAGE
<S> <C>
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998* 1,159
</TABLE>

* Fund inception was 9/98. Therefore, the Average Monthly Payment represents
the average monthly payment from September 1998 to December 1998. The Annual
Sub-Account Return is based on this period.
** These returns are not annualized.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 37
- --------------------------------------------------------------------------------

GROWTH AND INCOME SUB-ACCOUNT

<TABLE>
<CAPTION>
TOTAL RETURNS FOR THE PERIOD
6/1/98 - 12/31/98**
- ---------------------------------------------
<S> <C>
18.18% (does not reflect contingent deferred
sales charge)
<CAPTION>
AVERAGE
<S> <C>
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998* 1,018
</TABLE>

* Fund inception was 6/1/98. Therefore, the Average Monthly Payment represents
the average monthly payment from June 1998 to December 1998. The Annual Sub-
Account Return is based on this period.
** These returns are not annualized.
<PAGE>
38 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

HIGH YIELD SUB-ACCOUNT

<TABLE>
<CAPTION>
TOTAL RETURNS FOR THE PERIOD
9/30/98 - 12/31/98**
- ---------------------------------------------
<S> <C>
3.49% (does not reflect contingent deferred
sales charge)
<CAPTION>
AVERAGE
<S> <C>
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997
1998* 1,011
</TABLE>

* Fund inception was 9/98. Therefore, the Average Monthly Payment represents
the average monthly payment from September 1998 to December 1998. The Annual
Sub-Account Return is based on this period.
** These returns are not annualized.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 39
- --------------------------------------------------------------------------------

INDEX SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987* 978 -14.02%
1988 890 14.75%
1989 1,049 28.73%
1990 1,035 -5.24%
1991 1,145 27.93%
1992 1,205 5.49%
1993 1,256 7.76%
1994 1,228 -0.31%
1995 1,401 34.85%
1996 1,653 20.58%
1997 2,044 30.96%
1998 2,408 26.47%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 26.47%
5 Year 21.84%
10 Year 16.89%
Since Inception 14.21%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 20.47%
5 Year 21.47%
10 Year 16.89%
Since Inception 14.21%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987* 978
1988 890
1989 1,049
1990 1,035
1991 1,145
1992 1,205
1993 1,256
1994 1,228
1995 1,401
1996 1,653
1997 2,044
1998 2,408
</TABLE>

* Fund inception was 5/87. Therefore, the Average Monthly Payment represents
the average monthly payment from May 1987 to December 1987. The Annual Sub-
Account Return is based on the period from May 1987 to December 1987.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
40 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

INTERNATIONAL ADVISERS SUB-ACCOUNT

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 11.94%
5 Year --
10 Year --
Since Inception 10.70%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- -----------------------------------------------------
<S> <C>
1 Year 5.94%
5 Year --
10 Year --
Since Inception 9.69%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995* 1,037
1996 1,099
1997 1,143
1998 1,180
</TABLE>

* Fund inception was 3/95. Therefore, the Average Monthly Payment represents
the average monthly payment from March 1995 to December 1995. The Annual Sub-
Account Return is based on the period from March 1995 to December 1995.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 41
- --------------------------------------------------------------------------------

INTERNATIONAL OPPORTUNITIES SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990* 900 -12.18%
1991 890 11.60%
1992 869 -5.62%
1993 911 32.07%
1994 999 -3.15%
1995 967 12.51%
1996 1,056 11.53%
1997 1,090 -0.91%
1998 1,086 11.72%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 11.72%
5 Year 6.12%
10 Year --
Since Inception 6.00%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- --------------------------------------------
<S> <C>
1 Year 5.72%
5 Year 5.36%
10 Year --
Since Inception 6.00%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990* 900
1991 890
1992 869
1993 911
1994 999
1995 967
1996 1,056
1997 1,090
1998 1,086
</TABLE>

* Fund inception was 7/90. Therefore, the Average Monthly Payment represents
the average monthly payment from July 1990 to December 1990. The Annual Sub-
Account Return is based on the period from July 1990 to December 1990.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
42 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

MID-CAP SUB-ACCOUNT

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 25.00%
5 Year --
10 Year --
Since Inception 24.85%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 19.00%
5 Year --
10 Year --
Since Inception 21.03%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996
1997* 1,026
1998 1,143
</TABLE>

* Fund inception was 7/97. Therefore, the Average Monthly Payment represents
the average monthly payment from July 1997 to December 1997. The Annual Sub-
Account Return is based on the period from July 1997 to December 1997.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 43
- --------------------------------------------------------------------------------

MONEY MARKET SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980* 1,009 5.09%
1981 1,074 14.29%
1982 1,162 12.39%
1983 1,212 8.01%
1984 1,254 9.35%
1985 1,296 7.19%
1986 1,313 5.45%
1987 1,311 5.17%
1988 1,319 6.06%
1989 1,347 7.77%
1990 1,375 6.76%
1991 1,386 4.72%
1992 1,364 2.35%
1993 1,324 1.66%
1994 1,286 2.67%
1995 1,272 4.45%
1996 1,261 3.86%
1997 1,248 4.02%
1998 1,237 3.96%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 3.96%
5 Year 3.79%
10 Year 4.21%
Since Inception 6.19%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- -----------------------------------------------------
<S> <C>
1 Year -2.04%
5 Year 3.09%
10 Year 4.21%
Since Inception 6.19%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980* 1,009
1981 1,074
1982 1,162
1983 1,212
1984 1,254
1985 1,296
1986 1,313
1987 1,311
1988 1,319
1989 1,347
1990 1,375
1991 1,386
1992 1,364
1993 1,324
1994 1,286
1995 1,272
1996 1,261
1997 1,248
1998 1,237
</TABLE>

* Fund inception was 6/80. Therefore, the Average Monthly Payment represents
the average monthly payment from June 1980 to December 1980. The Annual Sub-
Account Return is based on the period from June 1980 to December 1980.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
44 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

MORTGAGE SECURITIES SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977
1978
1979
1980
1981
1982
1983
1984* 1,000
1985 1,064 19.13%
1986 1,162 9.75%
1987 1,151 1.36%
1988 1,170 7.03%
1989 1,205 11.74%
1990 1,239 8.35%
1991 1,324 13.31%
1992 1,365 3.35%
1993 1,372 4.99%
1994 1,297 -2.83%
1995 1,336 14.73%
1996 1,348 3.77%
1997 1,372 7.66%
1998 1,400 5.39%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ----------------------------------------------
<S> <C>
1 Year 5.39%
5 Year 5.59%
10 Year 6.93%
Since Inception 7.55%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- -----------------------------------------------------
<S> <C>
1 Year -0.61%
5 Year 4.94%
10 Year 6.93%
Since Inception 7.55%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984* 1,000
1985 1,064
1986 1,162
1987 1,151
1988 1,170
1989 1,205
1990 1,239
1991 1,324
1992 1,365
1993 1,372
1994 1,297
1995 1,336
1996 1,348
1997 1,372
1998 1,400
</TABLE>

* Fund inception was 12/84. Therefore, the Average Monthly Payment represents
the monthly payment for December 1984.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 45
- --------------------------------------------------------------------------------

SMALL COMPANY SUB-ACCOUNT

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 10.23%
5 Year --
10 Year --
Since Inception 14.06%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 4.23%
5 Year --
10 Year --
Since Inception 12.44%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977
1978
1979
1980
1981
1982
1983
1984
1985
1986
1987
1988
1989
1990
1991
1992
1993
1994
1995
1996* 1,025
1997 1,092
1998 1,129
</TABLE>

* Fund inception was 8/96. Therefore, the Average Monthly Payment represents
the average monthly payment from August 1996 to December 1996. The Annual
Sub-Account Return is based on the period from August 1996 to December 1996.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
46 HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------

STOCK SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -------------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------- ------------ ------------------
<S> <C> <C>
1977* 999 1.72%
1978 992 3.55%
1979 1,044 21.10%
1980 1,228 29.61%
1981 1,349 -0.64%
1982 1,311 19.81%
1983 1,652 12.50%
1984 1,500 -0.70%
1985 1,718 29.85%
1986 2,052 10.93%
1987 2,305 4.09%
1988 2,172 17.51%
1989 2,536 24.49%
1990 2,450 -5.07%
1991 2,701 23.07%
1992 2,758 8.68%
1993 2,982 12.92%
1994 2,980 -3.11%
1995 3,306 32.43%
1996 3,937 22.83%
1997 4,893 29.75%
1998 5,892 31.82%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 31.82%
5 Year 21.93%
10 Year 17.01%
Since Inception 14.70%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 25.82%
5 Year 21.57%
10 Year 17.01%
Since Inception 14.70%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977* 999
1978 992
1979 1,044
1980 1,228
1981 1,349
1982 1,311
1983 1,652
1984 1,500
1985 1,718
1986 2,052
1987 2,305
1988 2,172
1989 2,536
1990 2,450
1991 2,701
1992 2,758
1993 2,982
1994 2,980
1995 3,306
1996 3,937
1997 4,893
1998 5,892
</TABLE>

* Fund inception was 8/77. Therefore, the Average Monthly Payment represents
the average monthly payment from August 1977 to December 1977. The Annual
Sub-Account Return is based on the period from August 1977 to December 1977.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
HARTFORD LIFE AND ANNUITY INSURANCE COMPANY 47
- --------------------------------------------------------------------------------

BOND SUB-ACCOUNT

<TABLE>
<CAPTION>
AVERAGE MONTHLY PAYMENT FOR EACH YEAR OR PARTIAL YEAR SHOWN
$1,000 INITIAL PAYMENT: 5% AIR
- -----------------------------------------------------------
AVERAGE ANNUAL
CALENDAR MONTHLY SUB-ACCOUNT
YEAR PAYMENT RETURN
- ------------------------ ----------- ------------------
<S> <C> <C>
1977* 998 1.00%
1978 979 1.34%
1979 959 1.63%
1980 929 4.91%
1981 932 9.12%
1982 1,045 26.16%
1983 1,132 1.48%
1984 1,121 11.78%
1985 1,262 19.11%
1986 1,396 10.78%
1987 1,360 -1.26%
1988 1,364 6.25%
1989 1,397 10.73%
1990 1,416 7.06%
1991 1,506 15.02%
1992 1,579 4.23%
1993 1,645 8.86%
1994 1,541 -5.14%
1995 1,585 17.01%
1996 1,596 2.24%
1997 1,637 9.97%
1998 1,708 6.80%
</TABLE>

<TABLE>
<CAPTION>
NON-STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 6.80%
5 Year 5.92%
10 Year 7.51%
Since Inception 7.70%
</TABLE>

<TABLE>
<CAPTION>
STANDARDIZED AVERAGE ANNUAL TOTAL RETURNS
FOR THE PERIODS ENDED 12/31/1998**
- ---------------------------------------------
<S> <C>
1 Year 0.80%
5 Year 5.28%
10 Year 7.51%
Since Inception 7.70%
</TABLE>

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC

<TABLE>
<CAPTION>
AVERAGE
<S> <C>
Calendar Monthly
Year Payment
1977* 998
1978 979
1979 959
1980 929
1981 932
1982 1,045
1983 1,132
1984 1,121
1985 1,262
1986 1,396
1987 1,360
1988 1,364
1989 1,397
1990 1,416
1991 1,506
1992 1,579
1993 1,645
1994 1,541
1995 1,585
1996 1,596
1997 1,637
1998 1,708
</TABLE>

* Fund inception was 8/77. Therefore, the Average Monthly Payment represents
the average monthly payment from August 1977 to December 1977. The Annual
Sub-Account Return is based on the period from August 1977 to December 1977.
** Standardized Average Annual Total Returns differ from Non-Standardized
Average Annual Total Returns in that the former reflect a deduction for the
Contingent Deferred Sales Charge where the latter do not.
<PAGE>
To obtain a Statement of Additional Information, please complete the form below
and mail to:

Hartford Life and Annuity Insurance Company
Attn: Individual Annuity Services
P.O. Box 5085
Hartford, CT 06102-5085

Please send a Statement of Additional Information for the Director Immediate
Variable Annuity to me at the following address:

<TABLE>
<S> <C>
- -------------------------------------------------------------------------------------------------------------------
Name

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

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

PART B

STATEMENT OF ADDITIONAL INFORMATION

Individual Single Premium Payment Immediate Variable Annuity Contract

Issued by

Hartford Life and Annuity Insurance Company
and
Hartford Life and Annuity Insurance Company Separate Account One

THIS STATEMENT OF ADDITIONAL INFORMATION, DATED MAY 1, 2000, IS NOT A
PROSPECTUS. THIS STATEMENT OF ADDITIONAL INFORMATION SHOULD BE READ IN
CONJUNCTION WITH THE PROSPECTUS DATED MAY 1, 2000 FOR HARTFORD LIFE AND ANNUITY
INSURANCE COMPANY ("HARTFORD") SINGLE PURCHASE PAYMENT IMMEDIATE VARIABLE
ANNUITY CONTRACT WHICH IS REFERRED TO HEREIN.

THE PROSPECTUS SETS FORTH INFORMATION THAT A PROSPECTIVE INVESTOR SHOULD KNOW
BEFORE PURCHASING A CONTRACT. FOR A FREE COPY OF THE PROSPECTUS, SEND A WRITTEN
REQUEST TO THE ADMINISTRATIVE OFFICE OF HARTFORD AT 200 HOPMEADOW STREET,
SIMSBURY, CONNECTICUT 06070, OR TELEPHONE 1-800-862-6668.

Director Immediate Variable Annuity (IHLA)

<PAGE>

-2-

TABLE OF CONTENTS

DESCRIPTION OF HARTFORD LIFE AND ANNUITY INSURANCE COMPANY . . . . . . . . . 3

INDEPENDENT PUBLIC ACCOUNTANTS . . . . . . . . . . . . . . . . . . . . . . . 3

DISTRIBUTION OF CONTRACTS. . . . . . . . . . . . . . . . . . . . . . . . . . 3

CALCULATION OF YIELD AND RETURN. . . . . . . . . . . . . . . . . . . . . . . 3

Yield of the Money Market Fund Sub-Account. . . . . . . . . . . . . . . 3

Yield of the Bond, High Yield, and Mortgage
Securities Sub-Accounts. . . . . . . . . . . . . . . . . . . . . . 4

Calculation of Total Return . . . . . . . . . . . . . . . . . . . . . . 5

PERFORMANCE COMPARISONS. . . . . . . . . . . . . . . . . . . . . . . . . . . 7

Yield and Total Return. . . . . . . . . . . . . . . . . . . . . . . . . 7

VARIABLE ANNUITY PAYMENTS. . . . . . . . . . . . . . . . . . . . . . . . . . 8

Annuity Unit Value. . . . . . . . . . . . . . . . . . . . . . . . . . . 8

Illustration of Calculation of Annuity Unit Value . . . . . . . . . . . 9

Illustration of Variable Annuity Payments . . . . . . . . . . . . . . . 10

OTHER INFORMATION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10

<PAGE>

-3-

DESCRIPTION OF HARTFORD LIFE AND ANNUITY INSURANCE

Hartford Life and Annuity Insurance Company is a stock life insurance company
engaged in the business of writing life insurance and annuities, both individual
and group, in all states of the United States, the District of Columbia and
Puerto Rico, except New York. On January 1, 1998, Hartford's name changed from
ITT Hartford Life and Annuity Insurance Company to Hartford Life and Annuity
Insurance Company. We were originally incorporated under the laws of Wisconsin
on January 9, 1956, and subsequently redomiciled to Connecticut. Our offices
are located in Simsbury, Connecticut; however, our mailing address is P.O. Box
2999, Hartford, CT 06104-2999. We are ultimately controlled by The Hartford
Financial Services Group, Inc., one of the largest financial service providers
in the United States.

Hartford's Ratings

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
Rating Agency Effective Rating Basis of Rating
Date of Rating
- --------------------------------------------------------------------------------
<S> <C> <C> <C>
A.M. Best and Company, Inc. 1/1/99 A+ Financial performance
- --------------------------------------------------------------------------------
Standard & Poor's 6/1/98 AA Insurer financial
- --------------------------------------------------------------------------------
Duff & Phelps 12/21/98 AA+ Claims paying ability
- --------------------------------------------------------------------------------
</TABLE>

INDEPENDENT PUBLIC ACCOUNTANTS

The audited 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 upon the authority of said firm as experts in giving said reports.
Reference is made to the report on the statutory financial statements of
Hartford Life and Annuity Insurance Company which states the statutory financial
statements are presented in accordance with statutory accounting practices
prescribed or permitted by the National Association of Insurance Commissioners
and the State of Connecticut Insurance Department, and are not presented in
accordance with generally accepted accounting principles. The principal
business address of Arthur Andersen LLP is One Financial Plaza, Hartford,
Connecticut 06103.

DISTRIBUTION OF CONTRACTS

Hartford Securities Distribution Company, Inc. ("HSD") serves as principal
underwriter for the securities issued with respect to the Separate Account
and will offer the Contracts on a continued basis.

HSD is an affiliate of Hartford. Both HSD and Hartford are ultimately
controlled by The Hartford Financial Services Group, Inc. The principal
business address of HSD is the same as Hartford.

The securities will be sold by salespersons of HSD, who represent Hartford as
insurance and Variable Annuity agents and who are registered representatives
or 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").

Hartford currently pays HSD underwriting commissions for its role as
principal underwriter of all variable annuities associated with this Separate
Account. For the past three years, the aggregate dollar amount of
underwriting commissions paid to HSD in its role as principal underwriter has
been: 1998: $107,925,386; 1997: $134,304,585; and 1996: $118,242,027.
HSD has retained none of these commissions.

CALCULATION OF YIELD AND RETURN

YIELD OF THE MONEY MARKET SUB-ACCOUNT

As summarized in the Prospectus under the heading "Performance Related
Information," the yield of the Money Market Sub-Account for a seven-day period
(the

<PAGE>

-4-

"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 accumulation unit of the Sub-Account at the beginning of the period,
subtracting a hypothetical charge reflecting deductions from Contract Owner
accounts, and dividing the difference by the value of the account at the
beginning of the base period to obtain the base period return, and then
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 effective yield is calculated by compounding the base period return by
adding 1, raising the sum to a power equal to 365/7 and subtracting 1 from the
result, according to the following formula:

Effective Yield = [(Base Period Return + 1) to the power of 365/7] - 1

The Money Market Sub-Account's yield and effective yield will vary in response
to fluctuations in interest rates and in the expenses of the Sub-Account.

THE CURRENT YIELD AND EFFECTIVE YIELD REFLECT RECURRING CHARGES ON THE SEPARATE
ACCOUNT LEVEL.

MONEY MARKET SUB-ACCOUNT

The yield and effective yield for the seven-day period ending December 31, 1998
for the Money Market Sub-Account was as follows:

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
SUB-ACCOUNT YIELD EFFECTIVE YIELD
- --------------------------------------------------------------------------------
<S> <C> <C>
Money Market * 3.52% 3.59%
- --------------------------------------------------------------------------------
</TABLE>

*Yield and effective yield for the seven-day period ending December 31, 1998.

YIELDS OF THE BOND, HIGH YIELD AND MORTGAGE SECURITIES SUB-ACCOUNTS

As summarized in the Prospectus under the heading "Performance Related
Information," yields of these three 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. The Bond, High Yield and Mortgage
Securities Sub-Accounts' yields will vary from time-to-time depending upon
market conditions and, the

<PAGE>

-5-

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, High Yield and Mortgage Securities Sub-Accounts.

THE YIELD REFLECTS RECURRING CHARGES ON THE SEPARATE ACCOUNT LEVEL.

BOND, HIGH YIELD AND MORTGAGE SECURITIES SUB-ACCOUNTS

Yield calculations of the Sub-Accounts used for illustration purposes reflect
the interest earned by the Sub-Accounts, less applicable asset charges assessed
against a Contract Owner's account over the base period. Yield quotations based
on a 30-day period ended December 31, 1998 were computed by dividing the
dividends and interest earned during the period by the maximum offering price
per unit on the last day of the period, according to the following formula:

Example:

Current Yield Formula for the Sub-Account 2[((A-B)/(CD) + 1) to the power of 6
- 1]

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.

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
SUB-ACCOUNT YIELD
- --------------------------------------------------------------------------------
<S> <C>

- --------------------------------------------------------------------------------
High Yield ** 7.56%
- --------------------------------------------------------------------------------
Mortgage Securities ** 4.84%
- --------------------------------------------------------------------------------
</TABLE>

**Yield quotation based on a 30-day period ended December 31, 1998.

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.

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

<PAGE>

-6-

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; (2) assuming redemption at the end of the period and deducting any
applicable contingent deferred sales charge (the contingent deferred sales
charge deducted under the "Since Inception" column below depends on the fund
inception date; 6% is deducted for 1 Year, 4% for 5 Year, and 0% for 10 Year
periods) 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.

The following are the standardized average annual total return quotations for
the Sub-Accounts for the period ended December 31, 1998.

STANDARDIZED AVERAGE ANNUAL TOTAL RETURN FOR YEAR ENDED DECEMBER 31, 1998

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
SUB-ACCOUNT S/A 1 YEAR 5 YEAR 10 YEAR SINCE
INCEPTION INCEPTION
DATE
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Advisers 5/20/91 17.11% 15.80% N/A 14.00%
- --------------------------------------------------------------------------------
Bond 5/20/91 0.80% 5.27% N/A 7.08%
- --------------------------------------------------------------------------------
Capital Appreciation 5/20/91 8.04% 15.99% N/A 18.25%
- --------------------------------------------------------------------------------
Dividend & Growth 3/8/94 8.97% N/A N/A 20.24%
- --------------------------------------------------------------------------------
Global Leaders 9/30/98 N/A N/A N/A 25.47%
- --------------------------------------------------------------------------------
Growth and Income 5/29/98 N/A N/A N/A 12.18%
- --------------------------------------------------------------------------------
High Yield 9/30/98 N/A N/A N/A -2.51%
- --------------------------------------------------------------------------------
Index 5/20/91 20.47% 21.47% N/A 17.48%
- --------------------------------------------------------------------------------
International Advisers 3/1/95 5.94% N/A N/A 8.82%
- --------------------------------------------------------------------------------
International Opportunities 5/20/91 5.72% 5.48% N/A 7.75%
- --------------------------------------------------------------------------------
MidCap 7/30/97 19.00% N/A N/A 20.98%
- --------------------------------------------------------------------------------
Money Market 5/20/91 -2.04% 3.09% N/A 3.35%
- --------------------------------------------------------------------------------
Mortgage Securities 5/20/91 -0.61% 4.94% N/A 6.00%
- --------------------------------------------------------------------------------
Small Company 8/9/96 4.23% N/A N/A 12.44%
- --------------------------------------------------------------------------------
Stock 5/20/91 25.82% 21.57% N/A 17.92%
- --------------------------------------------------------------------------------
</TABLE>

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 is not
deducted and the time periods used to calculate return are based on the
inception date of the underlying Funds. Therefore, non-standardized total
return for a Sub-Account is higher than standardized total return for a
Sub-Account.

The following are the non-standardized annualized total return quotations for
the Sub-Accounts for the period ended December 31, 1998.

<PAGE>

-7-

NON-STANDARDIZED ANNUALIZED TOTAL RETURN THAT PRE-DATE THE INCEPTION DATE OF THE
SEPARATE ACCOUNT FOR YEAR ENDED DECEMBER 31, 1998

<TABLE>
<CAPTION>
- --------------------------------------------------------------------------------
SUB-ACCOUNT FUND 1 YEAR 5 YEAR 10 YEAR SINCE
INCEPTION INCEPTION
DATE
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Advisers 3/31/83 23.11% 16.24% 13.66% N/A
- --------------------------------------------------------------------------------
Bond 8/31/77 6.80% 5.92% 7.51% N/A
- --------------------------------------------------------------------------------
Capital Appreciation 4/2/84 14.04% 16.43% 17.08% N/A
- --------------------------------------------------------------------------------
Dividend & Growth 3/8/94 14.97% N/A N/A 20.65%
- --------------------------------------------------------------------------------
Global Leaders 9/30/98 N/A N/A N/A 31.47%
- --------------------------------------------------------------------------------
Growth and Income 5/29/98 N/A N/A N/A 18.18%
- --------------------------------------------------------------------------------
High Yield 9/30/98 N/A N/A N/A 3.49%
- --------------------------------------------------------------------------------
Index 5/1/87 26.47% 21.84% 16.89% N/A
- --------------------------------------------------------------------------------
International Advisers 3/1/95 11.94% N/A N/A 10.68%
- --------------------------------------------------------------------------------
International Opportunities 7/2/90 11.72% 6.12% N/A 6.00%
- --------------------------------------------------------------------------------
MidCap 7/30/97 25.00% N/A N/A 24.85%
- --------------------------------------------------------------------------------
Money Market 6/30/80 3.96% 3.79% 4.21% N/A
- --------------------------------------------------------------------------------
Mortgage Securities 1/1/85 5.39% 5.59% 6.93% N/A
- --------------------------------------------------------------------------------
Small Company 8/9/96 10.23% N/A N/A 14.20%
- --------------------------------------------------------------------------------
Stock 8/31/77 31.82% 21.93% 17.01% N/A
- --------------------------------------------------------------------------------
</TABLE>

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 or prospective
shareholders. Each Sub-Account may from time-to-time include its yield and
total return in advertisements or information furnished to present or
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 and Morningstar, Inc. 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
<PAGE>

-8-

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 Composite 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 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%).

VARIABLE ANNUITY PAYMENTS

ANNUITY UNIT VALUE

The value of an Annuity Unit is calculated at the same time that the value of an
Accumulation Unit is calculated and is based on the same values for Fund shares
and other assets and liabilities. (See "Annuity Payments" in the Prospectus.)
The Annuity

<PAGE>

-9-

Unit Value for each Sub-Account's first Valuation Period was set at $10. The
Annuity Unit Value of each Sub-Account for any subsequent Valuation Period is
equal to (a) multiplied by (b) divided by (c) where:

(a) is the Net Investment Factor for the Valuation Period for which the
Annuity Unit Value is being calculated;

(b) is the Annuity Unit Value for the preceding Valuation Period; and

(c) is a daily Assumed Investment Return factor (for the 3%, 5% or 6%
Assumed Investment Return) adjusted for the number of days in the
Valuation Period.

The Assumed Investment Return factor is equal to one plus the applicable
percentage. Therefore, for 3%, it is 1.03, for 4% it is 1.04 and for 6% it is
1.06. The annual factors can be translated into daily factor of 1.000080986,
1.00010746, and 1.000159654, respectively.

If a Contract Owner selects a 5% Assumed Investment Return rate and if the net
investment return of the Sub-Account for an Annuity Payment period is equal to
the pro-rated portion of the 5% Assumed Investment Return, the Variable Annuity
Payment attributable to that Sub-Account for that period will equal the Payment
for the prior period. To the extent that such net investment return exceeds an
annualized rate of return of 5% for a Payment period, the Payment for that
period will be greater than the Payment for the prior period and to the extent
that such return for a period falls short of an annualized rate of 5%, the
Payment for that period will be less than the Payment for the prior period.

The following illustrations show, by use of hypothetical examples, the method of
determining the Annuity Unit Value and the amount of several Variable Annuity
Payments based on one Sub-Account.

ILLUSTRATION OF CALCULATION OF ANNUITY UNIT VALUE

1. Annuity Unit Value for immediately preceding
Valuation Period 10.00000000
2. Net Investment Factor 1.00036164
3. Daily factor to compensate for Assumed Investment Return of 5% 1.00013368
4. Adjusted Net Investment Factor (2)/(3) 1.00028063
5. Annuity Unit Value for current Valuation Period (4)x(1) 10.00280630

<PAGE>
-10-

ILLUSTRATION OF VARIABLE ANNUITY PAYMENTS
(ASSUMING NO PREMIUM TAX IS APPLICABLE)

1. Number of Accumulation Units at Annuity Date 1,000.00
2. Accumulation Unit Value 12.55548000
3. Adjusted Contract Value (1)x(2) $12,555.48
4. First monthly Annuity Payment per $1,000 of adjusted
Contract Value $ 9.63
5. First monthly Annuity Payment (3)x(4)/1,000 $ 120.91
6. Annuity Unit Value 10.00280630
7. Number of Annuity Units (5)/(6) 12.08760785
8. Assume Annuity Unit value for second month equal to 10.04000000
9. Second Monthly Annuity Payment (7)X(8) $ 121.36
10. Assume Annuity Unit value for third month equal to 10.05000000
11. Third Monthly Annuity Payment (7)X(10) $ 121.48

OTHER INFORMATION

A registration statement has been filed with the Securities and Exchange
Commission ("SEC") under the Securities Act of 1933, as amended, with respect to
the Contracts discussed in this Statement of Additional Information. Not all
the information set forth in the registration statement, amendments and exhibits
thereto has been included in this Statement of Additional Information.
Statements contained in this Statement of Additional Information concerning the
content of the Contracts and other legal instruments are summaries. For a
complete statement of the terms of these documents, reference should be made to
the instruments filed with the SEC.

[Financial Statements to be filed by Amendment]
<PAGE>

PART C

<PAGE>

OTHER INFORMATION

Item 24. Financial Statements and Exhibits

(a) All financial statements are incorporated by reference.(1)

(b) (1) Resolution of the Board of Directors of Hartford Life
and Annuity Insurance Company ("Hartford") authorizing
the establishment of the Separate Account.(2)

(2) Not applicable.

(3) (a) Principal Underwriter Agreement.(3)

(3) (b) Form of Dealer Agreement.(3)

(4) Form of Individual Single Premium Immediate Variable Annuity
Contract.(3)

(5) Form of Application.(4)

(6) (a) Certificate of Incorporation of Hartford.(5)

(6) (b) Bylaws of Hartford.(3)

(7) Not applicable.

(8) Not applicable.

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

(1) Incorporated by reference to Post-Effective Amendment No. 3, to the
Registration Statement File No. 333-19607, dated May 3, 1999.

(2) Incorporated by reference to Post-Effective Amendment No. 2, to the
Registration Statement File No. 33-73568, dated May 1, 1995.

(3) Incorporated by reference to Post-Effective Amendment No. 3, to the
Registration Statement File No. 33-73568, dated May 1, 1996.

(4) Incorporated by reference to Pre-Effective Amendment No. 1, to the
Registration Statement File No. 333-19607, dated May 12, 1997.

(5) Incorporated by reference to Pre-Effective Amendment No. 1, to the
Registration Statement File No. 333-19607, dated May 12, 1997.

<PAGE>

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

(10) Consent of Arthur Andersen LLP, Independent Public Accountants
to be filed by amendment.

(11) No financial statements are omitted.

(12) Not applicable.

(13) Not applicable.

(14) Not applicable.

(15) Copy of Power of Attorney.

(16) Organizational Chart.

Item 25. Directors and Officers of the Depositor

- --------------------------------------------------------------------------------
NAME POSITION WITH HARTFORD
- --------------------------------------------------------------------------------
David A. Carlson Vice President
- --------------------------------------------------------------------------------
Peter W. Cummins Senior Vice President
- --------------------------------------------------------------------------------
Bruce Ferris Vice President
- --------------------------------------------------------------------------------
Timothy M. Fitch Vice President & Actuary
- --------------------------------------------------------------------------------
Mary Jane B. Fortin Vice President & Chief Accounting Officer
- --------------------------------------------------------------------------------
David T. Foy Senior Vice President, Chief Financial Officer
& Treasurer, Director*
- --------------------------------------------------------------------------------
Lynda Godkin Senior Vice President, General Counsel, and
Corporate Secretary, Director*
- --------------------------------------------------------------------------------
Lois W. Grady Senior Vice President
- --------------------------------------------------------------------------------
Stephen T. Joyce Senior Vice President
- --------------------------------------------------------------------------------
Michael D. Keeler Vice President
- --------------------------------------------------------------------------------
Robert A. Kerzner Senior Vice President
- --------------------------------------------------------------------------------
Thomas M. Marra Executive Vice President, Director*
- --------------------------------------------------------------------------------
Steven L. Matthiesen Vice President
- --------------------------------------------------------------------------------
Craig R. Raymond Senior Vice President and Chief Actuary
- --------------------------------------------------------------------------------

<PAGE>

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

*Denotes Board of Directors.

Item 26. Persons Controlled By or Under Common Control with the Depositor
or Registrant

Filed herewith as Exhibit 16.

Item 27. Number of Contract Owners

As of December 31, 1999, there were 311,549 Contract Owners.

Item 28. Indemnification

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

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

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

-3-

<PAGE>

Notwithstanding the fact that Connecticut law obligates the Registrant to
indemnify only a director that was successful on the merits in a suit, under
Article VIII, Section 2 of the Registrant's bylaws, the Registrant must
indemnify both directors and officers of the Registrant who are parties or
threatened to be parties to a legal proceeding by reason of his being or having
been a director or officer of the Registrant for any expenses if he acted in
good faith and in a manner he reasonably believed to be in or not opposed to the
best interests of the company, and with respect to criminal proceedings, had no
reason to believe his conduct was unlawful. Unless otherwise mandated by a
court, no indemnification shall be made if such officer or director is adjudged
to be liable for negligence or misconduct in the performance of his duty to the
Registrant.

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

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

Item 29. Principal Underwriters

(a) HSD acts as principal underwriter for the following investment
companies:

Hartford Life Insurance Company - Separate Account One
Hartford Life Insurance Company - Separate Account Two

-4-

<PAGE>

Hartford Life Insurance Company - Separate Account Two (DC Variable
Account I)
Hartford Life Insurance Company - Separate Account Two (DC Variable
Account II)
Hartford Life Insurance Company - Separate Account Two (QP Variable
Account)
Hartford Life Insurance Company - Separate Account Two (Variable
Account "A")
Hartford Life Insurance Company - Separate Account Two (NQ Variable
Account)
Hartford Life Insurance Company - Putnam Capital Manager Trust
Separate Account
Hartford Life Insurance Company - Separate Account Three
Hartford Life Insurance Company - Separate Account Five
Hartford Life Insurance Company - Separate Account Seven
Hartford Life and Annuity Insurance Company - Separate Account One
Hartford Life and Annuity Insurance Company - Putnam Capital
Manager Trust Separate Account Two
Hartford Life and Annuity Insurance Company - Separate Account Three
Hartford Life and Annuity Insurance Company - Separate Account Five
Hartford Life and Annuity Insurance Company - Separate Account Six
Hartford Life and Annuity - Separate Account Seven
Alpine Life Insurance Company - Separate Account One
Alpine Life Insurance Company - Separate Account Two
American Maturity Life Insurance - Separate Account AMLVA
Royal Life Insurance Company - Separate Account One
Royal Life Insurance Company - Separate Account Two

(b) Directors and Officers of HSD

Name and Principal Positions and Offices
Business Address With Underwriter
------------------ ------------------

Lowndes A. Smith President and Chief Executive
Officer, Director
Thomas M. Marra Executive Vice President, Director
Peter W. Cummins Senior Vice President
David T. Foy Treasurer
Robert A. Kerzner Executive Vice President
Lynda Godkin Senior Vice President, General Counsel and
Corporate Secretary
George R. Jay Controller

-5-

<PAGE>

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

Item 30. Location of Accounts and Records

All of the accounts, books, records or other documents required to be
kept by Section 31(a) of the Investment Company Act of 1940 and rules
thereunder are maintained by Hartford at 200 Hopmeadow Street,
Simsbury, Connecticut 06089.

Item 31. Management Services

All management contracts are discussed in Part A and Part B of the
Registration Statement dated May 3, 1999 and filed with the
Commission on April 13, 1999.

Item 32. Undertakings

(a) The Registrant hereby undertakes to file a post-effective amendment
to this Registration Statement as frequently as is necessary to
ensure that the audited financial statements in the Registration
Statement are never more than 16 months old so long as payments under
the variable annuity Contracts may be accepted.

(b) The Registrant hereby undertakes to include either (1) as part of any
application to purchase a Contract offered by the Prospectus, a space
that an applicant can check to request a Statement of Additional
Information, or (2) a post card or similar written communication
affixed to or included in the Prospectus that the applicant can
remove to send for a Statement of Additional Information.

(c) The Registrant hereby undertakes to deliver any Statement of
Additional Information and any financial statements required to be
made available under this Form promptly upon written or oral request.

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

The Registrant is relying on the no-action letter issued by the
Division of Investment Management to American Counsel of Life
Insurance, Ref. No. IP-6-88, November 28, 1988. Registrant has
complied with conditions one through four of the no-action letter.

-6-
<PAGE>

SIGNATURES

As required by the Securities Act of 1933 and the Investment Company Act of
1940, the Registrant certifies that it meets all the requirements for
effectiveness of this Registration Statement pursuant to Rule 485(b) under the
Securities Act of 1933 and has caused this Registration Statement to be signed
on its behalf, in the Town of Simsbury, and State of Connecticut on this 17th
day of February, 2000.

HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT ONE
(Registrant)

*By: Thomas M. Marra *By: /s/ Marianne O'Doherty
------------------------------- ----------------------
Thomas M. Marra, Executive Vice President Marianne O'Doherty
Attorney-in-Fact

HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
(Depositor)

*By: Thomas M. Marra
------------------------------------------
Thomas M. Marra, Executive Vice President

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

David T. Foy, Senior Vice President, Chief
Financial Officer & Treasurer, Director* *By: /s/ Marianne O'Doherty
----------------------
Lynda Godkin, Senior Vice President, General Marianne O'Doherty
Counsel and Corporate Secretary, Director* Attorney-in-Fact
Thomas M. Marra, Executive Vice President,
Director* Dated: February 17, 2000
Lowndes A. Smith, President and Chief
Executive Officer, Director *
David M. Znamierowski, Senior Vice President
and Chief Investment Officer, Director*
<PAGE>

EXHIBIT INDEX

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

(15) Copy of Power of Attorney.

(16) Organizational Chart.

<PAGE>

LYNDA GODKIN
Senior Vice President,
General Counsel &
Corporate Secretary
February 4, 2000

Board of Directors
Hartford Life and Annuity Insurance Company
200 Hopmeadow Street
Simsbury, CT 06089

RE: Hartford Life and Annuity Insurance Company Separate Account One
Director Immediate Variable Annuity
File No. 333-19607

Dear Sir/Madam:

I have acted as General Counsel to Hartford Life and Annuity Insurance Company
(the "Company"), a Connecticut insurance company, and Hartford Life and Annuity
Insurance Company Separate Account One (the "Account") in Connecticut with the
registration of an indefinite amount of securities in the form of single premium
variable annuity insurance contracts (the "Contracts") with the Securities and
Exchange Commission under the Securities Act of 1933, as amended. I have
examined such documents (including the Form N-4 Registration Statement) and
reviewed such questions of law as I considered necessary and appropriate, and on
the basis of such examination and review, it is my opinion that:

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

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

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

4. The Contracts, when issued as contemplated by the Form N-4 registration
statement, will constitute legal, validly issued and binding obligations
of the Company

<PAGE>

Board of Directors
November 12, 1999
Page 2

I hereby consent to the filing of this opinion as an exhibit to the Form N-4
Registration Statement for the Contracts and the Account.

Sincerely yours,

/s/ Lynda Godkin

Lynda Godkin

<PAGE>

HARTFORD LIFE AND ANNUITY INSURANCE COMPANY

POWER OF ATTORNEY

David T. Foy
Lynda Godkin
Thomas M. Marra
Lowndes A. Smith
David M. Znamierowski

do hereby jointly and severally authorize Lynda Godkin, Christine Repasy,
Marianne O'Doherty, Thomas S. Clark and Marta Czekajewski to sign as their agent
any Registration Statement, pre-effective amendment, post-effective amendment
and any application for exemptive relief of the Hartford Life and Annuity
Insurance Company under the Securities Act of 1933 and/or the Investment Company
Act of 1940, and do hereby ratify such signatures heretofore made by such
persons.

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

/s/ David T. Foy
- -------------------------------- Dated as of January 15, 2000
David T. Foy

/s/ Lynda Godkin
- -------------------------------- Dated as of January 15, 2000
Lynda Godkin

/s/ Thomas M. Marra
- -------------------------------- Dated as of January 15, 2000
Thomas M. Marra

/s/ Lowndes A. Smith
- -------------------------------- Dated as of January 15, 2000
Lowndes A. Smith

/s/ David M. Znamierowski
- -------------------------------- Dated as of January 15, 2000
David M. Znamierowski

<PAGE>

ORGANIZATIONAL CHART

<S> <C>

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
(DELAWARE)
|
---------------------------------------------
NUTMEG INSURANCE COMPANY |
(CONNECTICUT) THE HARTFORD INVESTMENT
| MANAGEMENT COMPANY
HARTFORD FIRE INSURANCE COMPANY (DELAWARE)
(CONNECTICUT) |
| |
HARTFORD ACCIDENT AND INDEMNITY COMPANY HARTFORD INVESTMENT
(CONNECTICUT) SERVICES, INC.
| (CONNECTICUT)
HARTFORD LIFE, INC.
(DELAWARE)
|
HARTFORD LIFE AND ACCIDENT INSURANCE COMPANY
(CONNECTICUT)
|
|
|
-------------------------------------------------------------------------------------------------------------------------
| | | | | | | | |
HARTFORD LIFE | | | | | | PLANCO PLANCO
INTERNATIONAL, LTD.| | | | | | FINANCIAL INCORPORATED
(CONNECTICUT) | | | | | | SERVICES, (PENNSYLVANIA)
| | | | | | INCORPORATED
| | | | | | (PENNSYLVANIA)
| | | | | |
| HART LIFE HARTFORD FINANCIAL HARTFORD LIFE HARTFORD AMERICAN
| INSURANCE SERVICES LIFE INSURANCE COMPANY FINANCIAL MATURITY LIFE
| COMPANY INSURANCE COMPANY (CONNECTICUT) SERVICES, LLC INSURANCE COMPANY
| (CONNECTICUT) (CONNECTICUT) | (DELAWARE) (CONNECTICUT)
| | | |
| ------------------------------------- | AML FINANCIAL, INC.
| | | | | (CONNECTICUT)
|SERVUS LIFE HARTFORD HARTFORD |
| INSURANCE INTERNATIONAL LIFE AND |
| COMPANY LIFE REASSURANCE ANNUITY INSURANCE |
|(CONNECTICUT) CORPORATION COMPANY |
| (CONNECTICUT) (CONNECTICUT) |
| | |
| | |
| HARTFORD |
| LIFE, LTD. |
| (BERMUDA) |
| |
| |
----------| -----------------------------------------------------------------------
| | | | |
INTERNATIONAL HL INVESTMENT HARTFORD HARTFORD SECURITIES HARTFORD-COMPREHENSIVE
CORPORATE ADVISORS, LLC EQUITY SALES DISTRIBUTION EMPLOYEE
MARKETING GROUP, INC. (CONNECTICUT) COMPANY, INC. COMPANY, INC. BENEFIT SERVICE
(CONNECTICUT) | (CONNECTICUT) (CONNECTICUT) COMPANY
| | (CONNECTICUT)
| |
THE EVERGREEN HARTFORD INVESTMENT
GROUP, INC. FINANCIAL SERVICES
(NEW YORK) COMPANY
(DELAWARE)
</TABLE>

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
(DELAWARE)
|
NUTMEG INSURANCE COMPANY
(CONNECTICUT)
|
HARTFORD FIRE INSURANCE COMPANY
(CONNECTICUT)
|
----------------------------------------------------------------------------------------------------------------------------
| | |
| | Hartford Accidental and Indemnity Company
| | (Connecticut)
| | |
| | Hartford Life, Inc
| | (Delaware)
| | |
| | Hartford Life and Accident Insurance Company
| | (Connecticut)
| | |
| | HARTFORD LIFE
| | -------INTERNATIONAL LTD.
| | | (CONNECTICUT)
| | | |
| | | ITT HARTFORD
| | | ----SUDAMERICANA
| | | | HOLDING S.A.
| | | | (ARGENTINA)
| | | |------------------------------------------------------
| | | | | |
| | | | ITT HARTFORD GALICIA INSTITUTO DE
| | | | SEGUROS VIDA COMPANIA SALTA COMPANIA DE
| | | |------DE VIDA S.A. DE SEGUROS S.A. SEGUROS DE VIDA S.A.
| | | | (URUGUAY) (ARGENTINA) (ARGENTINA)
| | | |
| | ICATU | | HARTFORD
| | HARTFORD | |---SEGUROS DE VIDA S.A.
| | SEGUROS S.A.----------| | (ARGENTINA)
| | (BRAZIL) |
| | | |
| | | | HARTFORD
| | -- ----------| |-------SEGUROS DE
| | | | | RETIRO S.A.
| | | | | (ARGENTINA)
|-----------|----------------|-------------------|--------------------------------------------------------------------------
| | | | |
| | | ICATU HARTFORD | CONSULTORA DE CAPITALES
| | | FUNDO DE PENSAO | S.A. SOCIEDAD GERENTE
| | | (BRAZIL) |----DE FONDOS COMUNES
| | | | | DE ENVERSION
| | | | | (ARGENTINA)
| | | ICATU HARTFORD |
| | | CAPITALIZACAO S.A. | CLARIDAD
| | | (BRAZIL) | ADMINISTRADORA DE
| | | | |---FONDOS DE JUBILACIONES
| | | BRAZILCAP | Y PENSIONES S.A.
| | | CAPITALIZACAO S.A. | (ARGENTINA)
| | | (BRAZIL) |
| | | |
| | -------------------------- |
| |--------------- | |
| | | |
HARTFORD FIRE HARTFORD FIRE | |------- SEGPOOL S.A.
INTERNATIONAL------------INTERNATIONAL, LTD. | | (ARGENTINA)
(GERMANY) GMBH (CONNECTICUT) | |
(WEST GERMANY) | |
| |
ICATU HARTFORD | | THESIS S.A.
ADMINISTRACAO | |-------- (ARGENTINA)
DE BENEFICIOS LTDA-- | |
(BRAZIL) |
|
|
|
|--------- U.O.R., S.A.
(ARGENTINA)

</TABLE>
<PAGE>
<TABLE>
<S> <C>
THE HARTFORD FINANCIAL SERVICES GROUP, INC.
(DELAWARE)
|
NUTMEG INSURANCE COMPANY
(CONNECTICUT)
|
HARTFORD FIRE INSURANCE COMPANY
(CONNECTICUT)
|
- --------------------------------------------------------------------------------------------------------------------------------|
| |
THE HARTFORD INTERNATIONAL |
|-----------------------------------------------------------------------FINANCIAL SERVICES GROUP, INC. |
| | | (DELAWARE) |
| | | ----------------------|----------------- |
| | | | | | | |
ZWOLSCHE | | ITT HARTFORD LONDON AND | HARTFORD |
ALGEMEENE N.V. | | INTERNATIONAL, LTD. EDINBURGH | EUROPE, INC. |
(NETHERLANDS) | | (U.K.) INSURANCE GROUP, LTD.| (DELAWARE) |
| | | (U.K.) | |
| | | | | |
| | | ------------- | |
| | | | | |
| ITT ASSURANCES HARTFORD INTERNATIONAL | LONDON AND -THE HARTFORD |
| S.A. INSURANCE CO., N.V. |--- EDINBURGH INTERNATIONAL |
| ZWOLSCHE ALGEMEENE (FRANCE) (BELGIUM) | INSURANCE CO., LTD. FINANCIAL |
|----SCHADEVERZEKERING | | (U.K.) SERVICES |
--------| N.V.----------------------------------- | | | GROUP CIA |
| | (NETHERLANDS) | | | | DE SEGUROS Y |
Z.A. | | | | EXCESS INSURANCE REASEGUROS S.A.|
- --VERZEKERINGEN | | | | COMPANY LTD. (SPAIN) |
| N.V. | ZWOLSCHE ALGEMEENE | | | (U.K.) |
| (BELGIUM) |------HERVERZEKERING B.V. | | | |
| | -----| (NETHERLANDS) | | | LONDON AND |
| | | | | | |--- EDINBURGH LIFE |
| Z.A. LUX S.A. | | | | ASSURANCE CO., LTD. |
| (LUXEMBURG) | ZWOLSCHE ALGEMEENE | | | (U.K.) |
| |--LEVENS-VERZEKERING N.V.------------ | | | |
| | (NETHERLANDS) | | | | |
- ----------------|------------------------------------|------------|------|--------------|---------------------------------------|
| | | | | | |
| -------- | | | | |
| | | | | | | |
| ZWOLSCHE | ZWOLSCHE ALGEMEENE ZWOLSCHE ALGEMEENE | | | |
| ALGEMEENE |-----HYPOTHEKEN N.V. BELEGGINGEN III B.V. | | | |
| EUROPA B.V. | (NETHERLANDS) (NETHERLANDS) | | | |
| (NETHERLANDS) | ---------- | | |
- --------| | | | | |
| EXPLOITATIEMAAT- BELEGGINGSMAAT- | | |
|----- SCHAPPIJ SCHAPPIJ | | |
| BUIZERDLAAN B.V. BUIZERDLAAN B.V. | | |
| (NETHERLANDS) (NETHERLANDS) | | |
| | | |
| | | -----
| HOLLAND | |-------------------------- |
|---- BELEGGINGSGROEP B.V. | | | |
(NETHERLANDS) | |----------------- | |
| -------| | | |
| | | | | |
| | | | | |
F.A. KNIGHT | MACALISTER & LONDON AND | HARTFORD FIRE
& SON N.V. | DUNDAS, LTD. EDINBURGH | INTERNATIONAL
(BELGIUM) | (SCOTLAND) TRUSTEES, LTD. | SERVICIOS
| (U.K.) | (SPAIN)
------------------------- -----------
| | |
FENCOURT QUOTEL LONDON AND
PRINTERS, LTD. INSURANCE EDINBURGH
(U.K.) SYSTEMS, LTD. SERVICES, LTD.
(U.K.) (U.K.)
|
EUROSURE
INSURANCE
MARKETING, LTD.
(U.K.)

</TABLE>