HL FUNDING CO INC
10-Q/A, 1995-08-04
PATENT OWNERS & LESSORS
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<PAGE>

                  UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549



                                     FORM 10-Q

(Mark one)

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934

For the quarterly period ended March 31, 1995

[ ] Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange  Act of 1934

For the transition period from..........to...........


The registrant meets the conditions set forth in GeneralInstruction H (1) (a)
and (b) of Form 10-Q and is therefore filing this form with the reduced
disclosure format.




                        Commission file number 33-58862



                           HL FUNDING COMPANY,  INC.




Incorporated in the State of Connecticut               06-1362143
                                                     (I.R.S. Employer
                                                    Identification No.)




             P.O. Box 2999, Hartford, Connecticut 06104-2999
                     (Principal Executive Offices)


                     Telephone number 203-843- 8213





Indicate by check mark whether the registrant (1) has filed all reports to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days.
Yes X   No    .
   ----   ----

As of May 10, 1995 there were outstanding 100 shares of common stock, $1  par
value per share, of the registrant, all of which were directly owned by
Hartford Life Insurance Company.











                                (1)
<PAGE>

                                   SIGNATURE




     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.






                                    H. L. Funding Company, Inc.
                                          (Registrant)


                                by
                                  -----------------------------------------
May 10, 1995                                G. R. Jay

                                      Secretary and Director









                                      (10)

 <PAGE>


                                  EXHIBIT INDEX
                                  -------------



EXHIBIT
NUMBER                          DESCRIPTION                     LOCATION


  (2)       Plan of acquisition, reorganization, arrangement,
            liquidation or succession                             None

  (4)       Instruments defining the rights of security holders,
            including indenture                                   None

 (11)       Statement re computation of per share earnings        None

 (15)       Letter re unaudited interim financial information     None

 (18)       Letter re change in accounting principles             None

 (19)       Previously unfiled documents                          None

 (20)       Report furnished to security holders                  None

 (23)       Published report regarding matters submitted to
            vote of security holders                              None

 (24)       Consents of experts and counsel                       None

 (25)       Power of attorney                                     None

 (28)       Additional exhibits                                   None



















                                       (11)




<TABLE> <S> <C>

<PAGE>
<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM QUARTERLY
REPORT FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1995 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1994
<PERIOD-START>                             JAN-01-1995
<PERIOD-END>                               MAR-31-1995
<DEBT-HELD-FOR-SALE>                                 0
<DEBT-CARRYING-VALUE>                          209,287
<DEBT-MARKET-VALUE>                                  0
<EQUITIES>                                           0
<MORTGAGE>                                           0
<REAL-ESTATE>                                        0
<TOTAL-INVEST>                                 209,287
<CASH>                                             716
<RECOVER-REINSURE>                                   0
<DEFERRED-ACQUISITION>                               0
<TOTAL-ASSETS>                                 505,308
<POLICY-LOSSES>                                      0
<UNEARNED-PREMIUMS>                                  0
<POLICY-OTHER>                                       0
<POLICY-HOLDER-FUNDS>                                0
<NOTES-PAYABLE>                                      0
<COMMON>                                           100
                                0
                                          0
<OTHER-SE>                                     456,919
<TOTAL-LIABILITY-AND-EQUITY>                   505,308
                                           0
<INVESTMENT-INCOME>                                  0
<INVESTMENT-GAINS>                                   0
<OTHER-INCOME>                                   4,660
<BENEFITS>                                           0
<UNDERWRITING-AMORTIZATION>                          0
<UNDERWRITING-OTHER>                            80,750
<INCOME-PRETAX>                               (76,090)
<INCOME-TAX>                                  (26,632)
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                  (49,458)
<EPS-PRIMARY>                                        0
<EPS-DILUTED>                                        0
<RESERVE-OPEN>                                       0
<PROVISION-CURRENT>                                  0
<PROVISION-PRIOR>                                    0
<PAYMENTS-CURRENT>                                   0
<PAYMENTS-PRIOR>                                     0
<RESERVE-CLOSE>                                      0
<CUMULATIVE-DEFICIENCY>                              0
        

</TABLE>


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