SEPARATE ACCOUNT FIVE OF ITT HARTFORD LIFE & ANNUITY INS CO
497, 1997-01-06
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                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                        PROSPECTUS IS DATED: MAY 1, 1996
                       REVISED EFFECTIVE: JANUARY 6, 1997
 
This prospectus describes Director Life, a modified single premium variable life
insurance  contract ("Contract" or "Contracts") offered by ITT Hartford Life and
Annuity Insurance Company ("ITT Hartford") to  applicants age 90 and under.  The
Contract  lets  the  Contract  Owner  pay  a  single  premium  and,  subject  to
restrictions, additional premiums.
 
The Contract is a modified endowment  contract for federal income tax  purposes,
except in certain cases described under "Federal Tax Considerations," page 21. A
loan,  distribution or other amount received  from a modified endowment contract
during the life of the  Insured will be taxed to  the extent of any  accumulated
income in the contract. Any amounts that are taxable withdrawals will be subject
to a 10% additional tax, with certain exceptions.
 
Generally,  the minimum initial premium ITT Hartford will accept is $10,000. The
initial premium will be allocated to HVA Money Market Fund, Inc. After the Right
to Cancel Period has expired, the amount so allocated will be transferred to the
Funds specified in  the Contract  Owner's application. The  Funds presently  are
Hartford  Advisers  Fund,  Inc.,  Hartford  Bond  Fund,  Inc.,  Hartford Capital
Appreciation Fund, Inc., Hartford Dividend and Growth Fund, Inc., Hartford Index
Fund, Inc., Hartford International  Advisers Fund, Inc., Hartford  International
Opportunities  Fund,  Inc., Hartford  Mortgage  Securities Fund,  Inc., Hartford
Small Company Fund, Inc., Hartford Stock Fund, Inc., and HVA Money Market  Fund,
Inc.
 
There  is no guaranteed minimum Account Value  for a Contract. The Account Value
of a Contract will vary up or  down to reflect the investment experience of  the
Funds  to  which premiums  have  been allocated.  The  Contract Owner  bears the
investment risk for all amounts so  allocated. The Contract continues in  effect
while  the Cash Surrender Value  is sufficient to pay  the monthly charges under
the Contract  ("Deduction  Amount"). The  Contract  may terminate  if  the  Cash
Surrender  Value  is  insufficient  to  cover  a  Deduction  Amount  and,  after
expiration of a specified period, no additional premium payments are made.
 
The Contracts provide  for a  Face Amount, which  is the  minimum death  benefit
under  the Contract. The death benefit ("Death Benefit") may be greater than the
Face Amount. The Account Value will,  and under certain circumstances the  Death
Benefit  of  the Contract  may,  increase or  decrease  based on  the investment
experience of the Funds  to which premiums have  been allocated. However,  while
the  Contract is in  force, the Death Benefit  will never be  less than the Face
Amount. At the  death of the  Insured, we  will pay the  death proceeds  ("Death
Proceeds")  to the beneficiary. The Death  Proceeds equal the Death Benefit less
any Indebtedness under the Contract.
 
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IT MAY NOT BE ADVANTAGEOUS TO PURCHASE VARIABLE LIFE INSURANCE AS A  REPLACEMENT
FOR  YOUR CURRENT LIFE INSURANCE OR IF YOU ALREADY OWN A VARIABLE LIFE INSURANCE
CONTRACT.
 
THIS PROSPECTUS IS VALID ONLY IF ACCOMPANIED BY THE CURRENT PROSPECTUSES OF  THE
APPLICABLE  ELIGIBLE FUNDS WHICH CONTAIN A  FULL DESCRIPTION OF THOSE FUNDS. ALL
PROSPECTUSES SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
- --------------------------------------------------------------------------------
 
THE PRODUCTS DESCRIBED HEREIN  ARE NOT DEPOSITS OF,  OR GUARANTEED BY ANY  BANK,
NOT  INSURED BY THE  FEDERAL DEPOSIT INSURANCE  CORPORATION, THE FEDERAL RESERVE
BOARD OR ANY OTHER  AGENCY, AND ARE SUBJECT  TO INVESTMENT RISKS, INCLUDING  THE
POSSIBLE LOSS OF THE PRINCIPAL AMOUNT INVESTED.
- --------------------------------------------------------------------------------
 
THESE  SECURITIES HAVE  NOT BEEN APPROVED  OR DISAPPROVED BY  THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE  SECURITIES COMMISSION NOR HAS THE  SECURITIES
 AND  EXCHANGE COMMISSION OR ANY STATE  SECURITIES COMMISSION PASSED UPON THE
   ACCURACY OR ADEQUACY    OF  THIS PROSPECTUS. ANY  REPRESENTATION TO  THE
                        CONTRARY IS A CRIMINAL OFFENSE.
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2                                ITT Hartford Life and Annuity Insurance Company
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                               TABLE OF CONTENTS
 
<TABLE>
<CAPTION>
                                                                           PAGE
                                                                           ----
 <S>                                                                       <C>
 SPECIAL TERMS...........................................................    4
 SUMMARY.................................................................    5
 THE COMPANY.............................................................    7
 THE SEPARATE ACCOUNT....................................................    7
   General...............................................................    7
   Funds.................................................................    7
   Investment Adviser....................................................    9
 THE CONTRACT............................................................    9
   Application for a Contract............................................    9
   Premiums..............................................................   10
   Allocation of Premiums................................................   10
   Accumulation Unit Values..............................................   10
 DEDUCTIONS AND CHARGES..................................................   10
   Monthly Deductions....................................................   10
   Annual Maintenance Fee................................................   12
   Taxes Charged Against the Separate Account............................   12
   Charges Against the Funds.............................................   12
   Contingent Deferred Sales Charge......................................   12
   Premium Tax Charge....................................................   12
 CONTRACT BENEFITS AND RIGHTS............................................   12
   Death Benefit.........................................................   12
   Account Value.........................................................   13
   Transfer of Account Value.............................................   13
   Contract Loans........................................................   13
   Amount Payable on Surrender of the Contract...........................   14
   Partial Withdrawals...................................................   14
   Benefits at Maturity..................................................   14
   Lapse and Reinstatement...............................................   15
   Cancellation and Exchange Rights......................................   15
   Suspension of Valuation, Payments and Transfers.......................   15
 LAST SURVIVOR CONTRACTS.................................................   15
 OTHER MATTERS...........................................................   15
   Voting Rights.........................................................   15
   Statements to Contract Owners.........................................   16
   Limit on Right to Contest.............................................   16
   Misstatement as to Age and Sex........................................   16
   Payment Options.......................................................   16
   Beneficiary...........................................................   18
   Assignment............................................................   18
   Dividends.............................................................   18
 EXECUTIVE OFFICERS AND DIRECTORS........................................   19
 DISTRIBUTION OF THE CONTRACTS...........................................   21
 SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS............................   21
 FEDERAL TAX CONSIDERATIONS..............................................   21
   General...............................................................   21
   Taxation of ITT Hartford and the Separate Account.....................   21
   Income Taxation of Contract Benefits..................................   22
   Last Survivor Contracts...............................................   22
   Modified Endowment Contracts..........................................   22
   Estate and Generation Skipping Taxes..................................   22
   Diversification Requirements..........................................   23
   Ownership of the Assets in the Separate Account.......................   23
</TABLE>
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ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                                3
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<TABLE>
<CAPTION>
                                                                           PAGE
                                                                           ----
 <S>                                                                       <C>
   Life Insurance Purchased for Use in Split Dollar Arrangements.........   23
   Federal Income Tax Withholding........................................   23
   Non-Individual Ownership of Contracts.................................   23
   Other.................................................................   23
   Life Insurance Purchases by Nonresident Aliens and Foreign
    Corporations.........................................................   23
 LEGAL PROCEEDINGS.......................................................   23
 LEGAL MATTERS...........................................................   23
 EXPERTS.................................................................   23
 REGISTRATION STATEMENT..................................................   23
 APPENDIX A..............................................................   24
</TABLE>
 
               THE CONTRACTS MAY NOT BE AVAILABLE IN ALL STATES.
 
    THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING IN ANY JURISDICTION IN WHICH
SUCH  OFFERING MAY NOT BE LAWFULLY MADE. NO DEALER OR OTHER PERSON IS AUTHORIZED
TO GIVE ANY  INFORMATION OR  MAKE ANY  REPRESENTATIONS IN  CONNECTION WITH  THIS
OFFERING  OTHER THAN THOSE CONTAINED  IN THIS PROSPECTUS AND,  IF GIVEN OR MADE,
SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE RELIED ON.
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4                                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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                                 SPECIAL TERMS
 
As used in this Prospectus, the following terms have the indicated meanings:
 
ACCOUNT VALUE: The  current value of  Accumulation Units plus  the value of  the
Loan Account under the Contract.
 
ACCUMULATION  UNIT: An accounting unit of measure used to calculate the value of
a Sub-Account.
 
ANNUAL WITHDRAWAL AMOUNT: The amount of  a surrender or partial withdrawal  that
is  not subject  to the  contingent deferred  sales charge.  This amount  in any
Contract year is the greater of 10%  of premiums or 100% of cumulative  earnings
(Account Value less premiums paid).
 
CASH  SURRENDER  VALUE: The  Account Value  less  any contingent  deferred sales
charge and additional premium tax charge and all Indebtedness.
 
CODE: The Internal Revenue Code of 1986, as amended.
 
CONTRACT ANNIVERSARY: The yearly anniversary of the Contract Date.
 
CONTRACT DATE: A date not  later than three business  days after receipt of  the
initial premium at ITT Hartford's Home Office.
 
CONTRACT  OWNER: The person having rights  to benefits under the Contract during
the lifetime of the Insured; the Contract Owner may or may not be the Insured.
 
CONTRACT YEARS: Annual periods computed from the Contract Date.
 
COVERAGE AMOUNT: The Death Benefit less the Account Value.
 
DEATH BENEFIT: The greater of (1) the  Face Amount specified in the Contract  or
(2)  the Account Value on the date of death multiplied by a stated percentage as
specified in the Contract.
 
DEATH PROCEEDS: The amount that  we will pay on the  death of the Insured.  This
equals the Death Benefit less any Indebtedness.
 
DEDUCTION  AMOUNT: A deduction on the Contract Date and on each Monthly Activity
Date for the cost of insurance,  a tax expense charge, an administrative  charge
and a mortality and expense risk charge.
 
FACE  AMOUNT: On the Contract Date, the  initial Face Amount is the amount shown
on the Contract's Specifications page. Thereafter, the Face Amount is reduced by
any partial withdrawals.
 
FUNDS: The registered  management investment  companies in which  assets of  the
Separate Account may be invested.
 
GUIDELINE  SINGLE PREMIUM: The "Guideline Single  Premium" as defined in Section
7702 of the Code.
 
HOME OFFICE: Currently located at  200 Hopmeadow Street, Simsbury,  Connecticut;
however, the mailing address is P.O. Box 2999, Hartford, Connecticut 06104-2999.
 
INDEBTEDNESS:  All  monies owed  to ITT  Hartford by  the Contract  Owner. These
monies include all outstanding loans on the Contract, including any interest due
or accrued Deduction Amount or annual maintenance fee.
 
INSURED: The person on whose life the Contract is issued.
 
LOAN ACCOUNT: An account in ITT Hartford's General Account, established for  any
amounts  transferred from the Sub-Accounts for requested loans. The Loan Account
credits a fixed  rate of  interest of  4% per  annum that  is not  based on  the
investment experience of the Separate Account.
 
MONTHLY  ACTIVITY DATE: The day  of each month on  which the Deduction Amount is
deducted from the Account Value of the Contract. Monthly Activity Dates occur on
the same day of the month as the Contract Date.
 
SEPARATE ACCOUNT: Separate Account Five, an account established by ITT  Hartford
to separate the assets funding the Contracts from other assets of ITT Hartford.
 
SUB-ACCOUNT:  The  subdivisions  of  the Separate  Account  used  to  allocate a
Contract Owner's Account Value, less Indebtedness, among the Funds.
 
VALUATION DAY: Every day the  New York Stock Exchange  is open for trading.  The
value  of the Separate Account is determined at  the close of the New York Stock
Exchange (currently 4:00 p.m. Eastern Time) on such days.
 
VALUATION PERIOD:  The  period  between  the close  of  business  on  successive
Valuation Days.
<PAGE>
ITT Hartford Life and Annuity Insurance Company                                5
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                                    SUMMARY
                                  THE CONTRACT
 
    The Contracts are life insurance contracts with death benefits, cash values,
and  other traditional  life insurance  features. The  Contracts are "variable."
Unlike the fixed benefits  of ordinary whole life  insurance, the Account  Value
will,  and the Death Benefit  may, increase or decrease  based on the investment
experience of the Funds to which premiums have been allocated. The Contracts are
credited with  units  ("Accumulation  Units")  to  calculate  cash  values.  The
Contract Owner may transfer the cash values among the Funds.
 
    The Contracts can be issued on a single life or "last survivor" basis. For a
discussion  of how last survivor Contracts  operate differently from single life
Contracts, see "Last Survivor Contracts," page 15.
                       THE SEPARATE ACCOUNT AND THE FUNDS
 
    Separate Account Five ("Separate Account") funds the variable life insurance
Contracts offered  by this  prospectus. ITT  Hartford established  the  Separate
Account pursuant to Connecticut insurance law and organized as a unit investment
trust  registered  under  the  Investment Company  Act  of  1940.  The Contracts
currently  offer  eleven  (11)  sub-accounts  ("Sub-Accounts"),  each  investing
exclusively  in a Fund. If  an initial premium is  submitted with an application
for a Contract, it will be allocated,  within three business days of receipt  at
ITT  Hartford's Home Office, to HVA Money Market Fund, Inc. After the expiration
of the Right to Cancel Period, the values in HVA Money Market Fund, Inc. will be
allocated to one  or more  of the  Funds as  specified in  the Contract  Owner's
application. See "The Contract -- Allocation of Premiums," page 10.
 
    Currently,  the Funds are Hartford Advisers  Fund, Inc., Hartford Bond Fund,
Inc., Hartford Capital  Appreciation Fund,  Inc., Hartford  Dividend and  Growth
Fund,  Inc., Hartford  Index Fund,  Inc., Hartford  International Advisers Fund,
Inc.,  Hartford  International  Opportunities  Fund,  Inc.,  Hartford   Mortgage
Securities  Fund, Inc., Hartford Small Company  Fund, Inc., Hartford Stock Fund,
Inc., and HVA Money  Market Fund, Inc. Applicants  should read the  prospectuses
for  the Funds accompanying this prospectus in connection with the purchase of a
Contract. The  investment objectives  of the  Funds  are as  set forth  in  "The
Separate Account," page 7.
 
    Total  fund operating expenses in 1995, including management fees, were .65%
for the Hartford Advisers Fund;  .53% for the Hartford  Bond Fund; .68% for  the
Hartford  Capital Appreciation Fund;  .77% for the  Hartford Dividend and Growth
Fund; .39% for  the Hartford  Index Fund;  .65% for  the Hartford  International
Advisors  Fund; .86% for the Hartford International Opportunities Fund; .47% for
the Hartford Mortgage  Securities Fund; .48%  for the Hartford  Stock Fund;  and
 .45%  for the  HVA Money  Market Fund.  The Hartford  Small Company  Fund became
effective on August 9, 1996.
 
    The investment  adviser  for  all  the  Funds  is  The  Hartford  Investment
Management  Company,  an  affiliate  of ITT  Hartford.  The  Hartford Investment
Management Company retains a sub-investment adviser with respect to some of  the
Funds. See "The Separate Account," page 7.
                                    PREMIUMS
 
    The  Contract permits the Contract Owner to  pay a large single premium and,
subject to restrictions, additional  premiums. The Contract  Owner may choose  a
minimum  initial premium  of 80%,  90% or 100%  of the  Guideline Single Premium
(based on the Face Amount). Under current underwriting rules, which are  subject
to  change, Applicants between the ages of 45  and 80 who pay an initial premium
of 100% of the Guideline Single Premium are eligible for simplified underwriting
without a medical examination if they meet simplified underwriting standards  as
evidenced  in their responses in the application. For Contract Owners who pay an
initial premium of 80% or 90% of  the Guideline Single Premium or who are  below
age  45 or above age 80,  standard underwriting applies, except that substandard
underwriting applies  only  in  those cases  that  represent  substandard  risks
according  to customary underwriting guidelines. Additional premiums are allowed
if they do  not cause  the Contract to  fail to  meet the definition  of a  life
insurance  contract under  Section 7702  of the  Code. ITT  Hartford may require
evidence of insurability for any additional premiums which increase the Coverage
Amount. Generally,  the minimum  initial  premium ITT  Hartford will  accept  is
$10,000.  ITT Hartford may accept less than $10,000 under certain circumstances.
No premium will be accepted which does not meet the tax qualification guidelines
for life insurance under the Code.
                             DEDUCTIONS AND CHARGES
 
    On the Contract Date  and on each Monthly  Activity Date, ITT Hartford  will
deduct  a Deduction Amount from the Account  Value. The Deduction Amount will be
made pro  rata respecting  each Sub-Account  attributable to  the Contract.  The
Deduction  Amount  includes  a cost  of  insurance charge,  tax  expense charge,
administrative charge and a mortality and expense risk charge. The monthly  cost
of  insurance charge is to cover  ITT Hartford's anticipated mortality costs. In
addition, ITT Hartford will deduct monthly from the Account Value a tax  expense
charge  equal to an annual rate of 0.40%  for the first ten Contract Years. This
charge compensates ITT Hartford for premium taxes imposed by various states  and
local jurisdictions and for
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6                                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
federal  taxes imposed  under Section  848 of  the Code.  The charge  includes a
premium tax deduction of 0.25% and a federal tax deduction of 0.15%. The premium
tax deduction represents  an average premium  tax of 2.5%  of premiums over  ten
years.  ITT  Hartford will  deduct from  the Account  Value attributable  to the
Separate Account a  monthly administrative  charge equal  to an  annual rate  of
0.25%. This charge compensates ITT Hartford for administrative expenses incurred
in  the administration of  the Separate Account and  the Contracts. ITT Hartford
will also deduct from the Account  Value attributable to the Separate Account  a
monthly  charge equal  to an annual  rate of  0.90% for the  mortality risks and
expense risks ITT Hartford  assumes in relation to  the variable portion of  the
Contracts.  If the Cash Surrender  Value is not sufficient  to cover a Deduction
Amount due on any Monthly Activity Date the Contract may lapse. See  "Deductions
and Charges -- Monthly Deductions," page 10 and "Contract Benefits and Rights --
Lapse and Reinstatement," page 15.
 
    If  the Account Value  on a Contract  Anniversary is less  than $50,000, ITT
Hartford will deduct on  such date an  annual maintenance fee  of $30. This  fee
will help reimburse ITT Hartford for administrative and maintenance costs of the
Contracts. See "Deductions and Charges -- Annual Maintenance Fee," page 12.
 
    ITT  Hartford may set up a provision  for income taxes against the assets of
the Separate  Account.  See  "Deductions  and Charges  --  Charges  Against  The
Separate Account," page 12 and "Federal Tax Considerations," page 21.
 
    Applicants should review the prospectuses for the Funds which accompany this
prospectus  for a description of the charges  assessed against the assets of the
Funds.
    Upon surrender of  the Contract  and partial  withdrawals in  excess of  the
Annual Withdrawal Amount, a contingent deferred sales charge may be assessed. In
Contract  Years 1 through  3, this charge  is 7.5% of  surrendered Account Value
attributable to premiums paid. In Contract Years 4 through 5, this charge is 6%.
In Contract Years 6 through 7, this charge is 4%. In Contract Years 8 through 9,
this charge  is  2%. After  the  9th Contract  Year,  there is  no  charge.  The
contingent  deferred sales  charge is  imposed to cover  a portion  of the sales
expense incurred by  ITT Hartford  in distributing the  Contracts. This  expense
includes  agents commissions, advertising and  the printing of prospectuses. See
"Deductions and Charges -- Contingent Deferred Sales Charge," page 12.
 
    During the first nine Contract Years, an additional premium tax charge  will
be  imposed on surrender or partial  withdrawals. See "Deductions and Charges --
Premium Tax Charges," page 12.
 
    For a discussion of the tax consequences  of surrender of the Contract or  a
partial withdrawal, see "Federal Tax Considerations," page 21.
                                 DEATH BENEFIT
 
    The  Contracts provide for a Face Amount  which is the minimum Death Benefit
under the Contract. The Death  Benefit may be greater  than the Face Amount.  At
the death of the Insured, we will pay the Death Proceeds to the beneficiary. The
Death Proceeds equal the Death Benefit less any Indebtedness under the Contract.
See "Contract Benefits and Rights -- Death Benefit," page 12.
                                 ACCOUNT VALUE
 
    The  Account Value of the Contract will  increase or decrease to reflect the
investment experience of the Funds applicable to the Contract and deductions for
the monthly Deduction Amount. There is  no minimum guaranteed Account Value  and
the  Contract Owner bears the risk of the investment in the Funds. See "Contract
Benefits and Rights -- Account Value," page 13.
                                 CONTRACT LOANS
 
    A Contract Owner may obtain one or both of two types of cash loans from  ITT
Hartford. Both types of loans are secured by the Contract. At the time a loan is
requested,  the aggregate amount  of all loans  (including the currently applied
for loan) may not  exceed 90% of  the difference of the  Account Value less  any
contingent  deferred  sales  charge and  due  and unpaid  Deduction  Amount. See
"Contract Benefits and Rights -- Contract Loans," page 13.
                                     LAPSE
 
    Under certain circumstances a Contract  may terminate if the Cash  Surrender
Value  on any Monthly Activity Date is  less than the required Monthly Deduction
Amount. ITT Hartford will give written notice to the Contract Owner and a 61 day
grace period  during  which additional  amounts  may  be paid  to  continue  the
Contract.  See "Contract  Benefits and  Rights --  Contract Loans,"  page 13 and
"Lapse and Reinstatement," page 15.
                        CANCELLATION AND EXCHANGE RIGHTS
 
    An applicant  has  a  limited  right  to return  his  or  her  Contract  for
cancellation.  If the applicant returns the  Contract, by mail or hand delivery,
to ITT Hartford or to the agent who sold the Contract, to be cancelled within 10
days after delivery  of the Contract  to the applicant  (in certain cases,  this
free-look  period is longer), ITT Hartford will return to the applicant within 7
days thereafter the greater of the premiums paid for the Contract or the sum  of
(1) the
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ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                                7
- --------------------------------------------------------------------------------
 
Account  Value on the date the returned  Contract is received by ITT Hartford or
its agent and  (2) any  deductions under  Contract or  by the  Funds for  taxes,
charges or fees.
 
    In  addition, once the Contract is in  effect it may be exchanged during the
first 24 months after  its issuance for a  permanent life insurance contract  on
the  life of the Insured without submitting proof of insurability. See "Contract
Benefits and Rights -- Cancellation and Exchange Rights," page 15.
                                TAX CONSEQUENCES
 
    The current Federal tax  law generally excludes  all death benefit  payments
from  the gross income of the Contract beneficiary. The Contracts generally will
be treated as  modified endowment  contracts. This  status does  not affect  the
Contracts' classification as life insurance, nor does it affect the exclusion of
death benefit payments from gross income. However, loans, distributions or other
amounts  received under a modified endowment contract are taxed to the extent of
accumulated income in the Contract (generally, the excess of Account Value  over
premiums  paid)  and may  be  subject to  a 10%  penalty  tax. See  "Federal Tax
Considerations," page 21.
                                  THE COMPANY
 
    ITT Hartford Life and Annuity  Insurance Company ("ITT Hartford"),  formerly
ITT  Life Insurance Corporation,  was originally incorporated  under the laws of
Wisconsin on January 9, 1956. ITT Hartford was redomiciled to Connecticut on May
1, 1996. It is a stock life insurance company engaged in the business of writing
both individual and group life insurance  and annuities in all states  including
the  District of  Columbia, except  New York.  The offices  of ITT  Hartford are
located in  Minneapolis, Minnesota;  however, its  mailing address  is P.O.  Box
2999, Hartford, Connecticut 06104-2999.
 
    ITT  Hartford  is  a  wholly owned  subsidiary  of  Hartford  Life Insurance
Company. ITT  Hartford  is ultimately  100%  owned by  Hartford  Fire  Insurance
Company,  one of  the largest  multiple lines  insurance carriers  in the United
States. On  December  20,  1995,  Hartford  Fire  Insurance  Company  became  an
independent, publicly traded corporation.
 
    ITT  Hartford is rated A+  (superior) by A.M. Best  and Company, Inc. on the
basis of  its financial  soundness and  operating performance.  ITT Hartford  is
rated  AA by Standard &  Poor's and AA+ by  Duff and Phelps on  the basis of its
claims paying ability.
 
    These ratings  do not  apply to  the performance  of the  Separate  Account.
However,  the  contractual  obligations  under  the  Contracts  are  the general
corporate obligations of ITT Hartford. These ratings do apply to ITT  Hartford's
ability to meet its insurance obligations under the Contract.
 
    ITT Hartford is subject to Connecticut law governing insurance companies and
is  regulated and  supervised by the  Connecticut Commissioner  of Insurance. An
annual statement in a prescribed form must be filed with that Commissioner on or
before March 1  in each year  covering the  operations of ITT  Hartford for  the
preceding  year and  its financial  condition on December  31 of  such year. Its
books and assets are subject to review or examination by the Commissioner or his
agents at all times, and  a full examination of  its operations is conducted  by
the  National Association of Insurance Commissioners at least once in every four
years.  In  addition,  ITT  Hartford  is  subject  to  the  insurance  laws  and
regulations  of any jurisdiction in which  it sells its insurance contracts. ITT
Hartford is  also  subject to  various  Federal  and state  securities  law  and
regulations.
                              THE SEPARATE ACCOUNT
                                    GENERAL
 
    Separate  Account Five  ("Separate Account")  is a  separate account  of ITT
Hartford established on August  17, 1994 pursuant to  the insurance laws of  the
State  of Connecticut and  organized as a unit  investment trust registered with
the Securities and Exchange Commission under the Investment Company Act of 1940.
The Separate Account meets  the definition of  "separate account" under  federal
securities  law. Under Connecticut  law, the assets of  the Separate Account are
held exclusively for  the benefit  of Contract  Owners and  persons entitled  to
payments  under  the Contracts.  The  assets for  the  Separate Account  are not
chargeable with liabilities arising out of any other business which ITT Hartford
may conduct.
                                     FUNDS
 
    The assets  of  each  Sub-Account  of  the  Separate  Account  are  invested
exclusively  in one of the  Funds. A Contract Owner  may allocate premiums among
the Funds. Contract Owners should review the following brief descriptions of the
investment objectives of the Funds in connection with that allocation. There  is
no  assurance that any of the Funds will achieve its stated objectives. Contract
Owners are also advised to read the prospectuses for the Funds accompanying this
prospectus for more detailed information.
 
 HARTFORD ADVISERS FUND, INC.
 
    The investment objective of the Hartford  Advisers Fund, Inc. is to  achieve
maximum  long term total rate of  return consistent with prudent investment risk
by investing in common stock and  other equity securities, bonds and other  debt
securities,  and money market instruments. The  investment adviser will vary the
investments of  the Fund  among  equity and  debt  securities and  money  market
instruments  depending upon its analysis of  market trends. Total rate of return
consists of current income, including dividends, interest and discount  accruals
and capital appreciation.
<PAGE>
8                                ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
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 HARTFORD BOND FUND, INC.
 
    The  investment  objective of  the Hartford  Bond Fund,  Inc. is  to achieve
maximum current  income consistent  with preservation  of capital  by  investing
primarily  in bonds. 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 or "BB"  by S&P)  or, if  unrated, are  determined to  be of  comparable
quality  by  the Fund's  investment adviser.  Securities rated  below investment
grade are commonly  referred to as  "high yield-high risk  securities" or  "junk
bonds."  For more information concerning the  risks associated with investing in
such securities, please refer to the section in the accompanying prospectus  for
the Hartford Funds entitled "Hartford Bond Fund, Inc. -- Investment Policies."
 
 HARTFORD CAPITAL APPRECIATION FUND, INC.
 
    The  investment objective of  the Hartford Capital  Appreciation Fund, Inc.,
(formerly the "Hartford Aggressive Growth Fund,  Inc.") is to achieve growth  of
capital by investing in equity securities and securities convertible into equity
securities  selected solely  on potential  for capital  appreciation; income, if
any, is an incidental consideration.
 
 HARTFORD DIVIDEND AND GROWTH FUND, INC.
 
    The investment objective  of the  Hartford Dividend  and Growth  Fund is  to
achieve  a high level  of current income  consistent with growth  of capital and
reasonable investment  risk  by investing  primarily  in equity  securities  and
securities convertible into equity securities.
 
 HARTFORD INDEX FUND, INC.
 
    The  investment objective  of the  Hartford Index  Fund, Inc.  is to provide
investment  results  which  approximate  the  price  and  yield  performance  of
publicly-traded common stocks in the aggregate, as represented by the Standard &
Poor's 500 Composite Stock Price Index.*
 
 HARTFORD INTERNATIONAL ADVISERS FUND, INC.
 
    The  investment objective of the  Hartford International Advisers Fund, Inc.
is to provide maximum long-term total return consistent with prudent  investment
risk  through  investing  in  a  portfolio  of  equity,  debt  and  money market
securities. Securities in which the  Fund invests primarily will be  denominated
in non-U.S. currencies and will be traded in non-U.S. markets.
 
 HARTFORD INTERNATIONAL OPPORTUNITIES FUND, INC.
 
    The  investment objective of the  Hartford International Opportunities Fund,
Inc. is to  achieve long-term  total return consistent  with prudent  investment
risk  through  investment  primarily  in  equity  securities  issued  by foreign
companies.
 
 HARTFORD MORTGAGE SECURITIES FUND, INC.
 
    The investment objective of the  Hartford Mortgage Securities Fund, Inc.  is
to  achieve  maximum  current income  consistent  with safety  of  principal and
maintenance of liquidity by investing primarily in mortgage-related  securities,
including  securities  issued by  the  Government National  Mortgage Association
("GNMA").
 
 HARTFORD SMALL COMPANY FUND, INC. (AVAILABLE EFFECTIVE AUGUST 9, 1996)
 
    The investment  objective of  the Small  Company Fund,  Inc. is  to  achieve
growth  of capital by investing in securities selected primarily on the basis of
potential for capital appreciation. Under normal market and economic  conditions
at  least 65% of  the Small Company  Fund's total assets  are invested in equity
securities  of   companies  which   have  less   than  $2   billion  in   market
capitalization.
 
 HARTFORD STOCK FUND, INC.
 
    The  investment objective  of the  Hartford Stock  Fund, Inc.  is to achieve
long-term capital growth primarily through  capital appreciation, with income  a
secondary consideration, by investing in equity-type securities.
 
 HVA MONEY MARKET FUND, INC.
 
    The  investment objective of the  HVA Money Market Fund,  Inc. is to achieve
maximum current income consistent with liquidity and preservation of capital  by
investing in money market securities.
 
    All  of the Funds are organized as  corporations under the laws of the State
of Maryland  and are  registered as  diversified open-end  management  companies
under  the  Investment Company  Act  of 1940.  Each  Fund continually  issues an
unlimited number of  full and fractional  shares of beneficial  interest in  the
Fund.  Such  shares are  offered to  separate  accounts, including  the Separate
Account, established  by  ITT  Hartford  or  one  of  its  affiliated  companies
specifically to fund the Contracts and other contracts issued by ITT Hartford or
its affiliates as permitted by the Investment Company Act of 1940.
 
    It  is conceivable that in the future it may be disadvantageous for variable
life insurance  separate  accounts and  variable  annuity separate  accounts  to
invest  in the Funds simultaneously. Although neither ITT Hartford nor the Funds
currently foresees any such disadvantages  either to variable life insurance  or
variable  annuity  Contract Owners,  the Funds'  Board  of Directors  intends to
monitor events in order to identify any material conflicts between variable life
and variable  annuity contract  owners and  to determine  what action,  if  any,
should  be taken in response thereto. If the Board of Directors were to conclude
that separate funds should be established for variable life and variable annuity
separate accounts, ITT Hartford will bear the attendant expenses.
 
* "STANDARD & POOR'S-REGISTERED  TRADEMARK-", "S&P-REGISTERED TRADEMARK-",  "S&P
  500-REGISTERED  TRADEMARK-", "STANDARD & POOR'S 500", AND "500" ARE TRADEMARKS
  OF THE MCGRAW-HILL COMPANIES, INC. AND HAVE BEEN LICENSED FOR USE BY  HARTFORD
  LIFE  INSURANCE COMPANY. THE  HARTFORD INDEX FUND, INC.  ("INDEX FUND") IS NOT
  SPONSORED, ENDORSED, SOLD  OR PROMOTED BY  STANDARD & POOR'S  ("S&P") AND  S&P
  MAKES  NO REPRESENTATION REGARDING THE ADVISABILITY  OF INVESTING IN THE INDEX
  FUND.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                                9
- --------------------------------------------------------------------------------
 
    All investment income of and other distributions to each Sub-Account of  the
Separate  Account arising from  the applicable Fund are  reinvested in shares of
that Fund at net asset  value. The income and both  realized gains or losses  on
the  assets of each  Sub-Account of the Separate  Account are therefore separate
and are credited to or charged against the Sub-Account without regard to income,
gains or losses from  any other Sub-Account  or from any  other business of  ITT
Hartford.  ITT Hartford  will purchase  shares in  the Funds  in connection with
premiums allocated to  the applicable  Sub-Account in  accordance with  Contract
Owners  directions  and  will  redeem  shares  in  the  Funds  to  meet Contract
obligations or make adjustments in reserves,  if any. The Funds are required  to
redeem Fund shares at net asset value and to make payment within seven days.
 
    ITT  Hartford reserves the right, subject to compliance with the law as then
in effect,  to make  additions  to, deletions  from,  or substitutions  for  the
Separate Account and its Sub-Accounts which fund the Contracts. If shares of any
of  the  Funds should  no  longer be  available for  investment,  or if,  in the
judgment of ITT Hartford's management, further investment in shares of any  Fund
should  become  inappropriate in  view  of the  purposes  of the  Contracts, ITT
Hartford may substitute shares of another Fund for shares already purchased,  or
to  be  purchased  in  the  future,  under  the  Contracts.  No  substitution of
securities will take place without notice to and consent of Contract Owners  and
without  prior approval of the Securities  and Exchange Commission to the extent
required by  the Investment  Company  Act of  1940.  Subject to  Contract  Owner
approval, ITT Hartford also reserves the right to end the registration under the
Investment  Company Act of  1940 of the  Separate Account or  any other separate
accounts of which it is the depositor which may fund the Contracts.
 
    Each Fund is  subject to investment  restrictions which may  not be  changed
without  the approval  of a majority  of the  shareholders of the  Fund. See the
accompanying prospectuses for the Funds.
                               INVESTMENT ADVISER
 
    The investment adviser for the  Funds is The Hartford Investment  Management
Company  ("HIMCO" or the "Adviser"), a  wholly-owned subsidiary of Hartford Life
Insurance  Company.  HIMCO  was  organized  under  the  laws  of  the  State  of
Connecticut  in  October of  1981. HIMCO  also serves  as investment  adviser to
several other funds sponsored by Hartford Life Insurance Company which are  also
registered  with the Securities and Exchange Commission. Hartford Life Insurance
Company and  ITT  Hartford  are  ultimately owned  by  Hartford  Fire  Insurance
Company,  one of  the largest  multiple lines  insurance carriers  in the United
States. Hartford Fire Insurance Company is a subsidiary of ITT Corporation.  The
Adviser is registered as an investment adviser under the Investment Advisers Act
of  1940. The Adviser  provides investment advice  and supervises the management
and investment program of Hartford Bond Fund, Inc., Hartford Dividend and Growth
Fund, Inc., Hartford  Index Fund,  Inc., Hartford  International Advisers  Fund,
Inc.,  Hartford International Opportunities  Fund, Inc., HVA  Money Market Fund,
Inc., and Hartford  Mortgage Securities  Fund, Inc., pursuant  to an  Investment
Advisory  Agreement  entered  into with  each  of  these Funds  for  which HIMCO
receives a  fee.  HIMCO also  supervises  the investment  programs  of  Hartford
Advisers  Fund, Inc., Hartford  Capital Appreciation Fund,  Inc., Hartford Small
Company Fund, Inc.,  and Hartford Stock  Fund, Inc., pursuant  to an  Investment
Management  Agreement for which HIMCO receives  a fee. In addition, with respect
to these  three  funds,  HIMCO  has a  Sub-Investment  Advisory  Agreement  with
Wellington Management Company ("Wellington Management") to provide an investment
program  to HIMCO for utilization by HIMCO in rendering services to these funds.
Wellington  Management  is  a  professional  investment  counseling  firm  which
provides  investment services  to investment  companies, other  institutions and
individuals. Wellington  Management  is  organized as  a  private  Massachusetts
partnership  and its predecessor organizations have provided investment advisory
services to investment companies since 1933 and to investment counseling clients
since 1960. See the accompanying prospectuses for the Funds for a more  complete
description of the Adviser and Sub-Adviser and their respective fees.
                                  THE CONTRACT
                           APPLICATION FOR A CONTRACT
 
    Individuals wishing to purchase a Contract must submit an application to ITT
Hartford.  A Contract will  be issued only on  the lives of  insureds age 90 and
under  who  supply  evidence  of  insurability  satisfactory  to  ITT  Hartford.
Acceptance  is subject  to ITT  Hartford's underwriting  rules and  ITT Hartford
reserves the right to  reject an application for  any reason. IF AN  APPLICATION
FOR  A CONTRACT IS  REJECTED, THEN YOUR  INITIAL PREMIUM WILL  BE RETURNED ALONG
WITH AN ADDITIONAL AMOUNT FOR INTEREST, BASED ON THE CURRENT RATE BEING CREDITED
BY ITT HARTFORD. No change in the terms or conditions of a Contract will be made
without the consent of the Contract Owner.
 
    The Contract will be effective on the Contract Date only after ITT  Hartford
has  received  all outstanding  delivery requirements  and received  the initial
premium. The Contract  Date is the  date used to  determine all future  cyclical
transactions  on the Contract, e.g., Monthly  Activity Date, Contract Months and
Contract Years. The Contract Date may be prior to, or the same as, the date  the
Contract is issued ("Issue Date").
 
    If  the  Coverage  Amount is  over  the  current limits  established  by ITT
Hartford, the initial  payment will  not be  accepted with  the application.  In
other  cases where we receive the initial  payment with the application, we will
<PAGE>
10                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
provide fixed conditional insurance during  underwriting according to the  terms
of  a conditional receipt. The fixed conditional insurance will be the insurance
applied for,  up to  a  maximum that  varies by  age.  If no  fixed  conditional
insurance  was  in effect,  on Contract  delivery we  will require  a sufficient
payment to place the insurance in force.
                                    PREMIUMS
 
    The Contract permits the Contract Owner  to pay a large single premium  and,
subject  to restrictions, additional  premiums. The Contract  Owner may choose a
minimum initial premium  of 80%,  90% or 100%  of the  Guideline Single  Premium
(based  on the Face Amount). Under current underwriting rules, which are subject
to change, Applicants between ages 45 and 80 who pay an initial premium of  100%
of  the Guideline  Single Premium (subject  to then current  premium limits) are
eligible for simplified underwriting without a medical examination if they  meet
simplified  underwriting  standards  as  evidenced  in  their  responses  in the
application. For Contract Owners who pay an initial premium of 80% or 90% of the
Guideline Single Premium  or who  are below  age 45  or above  age 80,  standard
underwriting applies, except that substandard underwriting applies only in those
cases  that  represent  substandard risks  according  to  customary underwriting
guidelines. Additional premiums are allowed if they do not cause the Contract to
fail to meet the definition of a  life insurance contract under Section 7702  of
the  Code. ITT Hartford may require  evidence of insurability for any additional
premiums which  increase the  Coverage Amount.  Generally, the  minimum  initial
premium  ITT Hartford will accept is $10,000.  ITT Hartford may accept less than
$10,000 under certain circumstances. No premium will be accepted which does  not
meet the tax qualification guidelines for life insurance under the Code.
                             ALLOCATION OF PREMIUMS
    Within  three business  days of receipt  of a completed  application and the
initial premium at ITT  Hartford's Home Office, ITT  Hartford will allocate  the
entire  premium to HVA Money Market Fund, Inc. After the expiration of the Right
To Cancel  Period the  Account Value  in HVA  Money Market  Fund, Inc.  will  be
allocated among the Funds in whole percentages to purchase Accumulation Units in
the  applicable Sub-Accounts as  the Contract Owner  directs in the application.
Premiums received on or after the expiration of the Right to Cancel Period  will
be  allocated  among the  Sub-Accounts to  purchase  Accumulation Units  in such
Sub-Accounts as directed by the Contract Owner or, in the absence of directions,
as specified in the  original application. The number  of Accumulation Units  in
each  Sub-Account to be credited to a Contract (including the initial allocation
to HVA Money  Market Fund,  Inc.) will be  determined first  by multiplying  the
premium  by the percentage to be allocated to each Fund to determine the portion
to be  invested  in  the  Sub-Account.  Each portion  to  be  invested  in  each
Sub-Account  is then divided  by the Accumulation Unit  Value of that particular
Sub-Account next computed after receipt of the payment.
                            ACCUMULATION UNIT VALUES
 
    The Accumulation Unit Value  for each Sub-Account will  vary to reflect  the
investment  experience of  the applicable  Fund and  will be  determined on each
Valuation Day  by multiplying  the  Accumulation Unit  Value of  the  particular
Sub-Account on the preceding Valuation Day by a "Net Investment Factor" for that
Sub-Account  for the Valuation Period then  ended. The Net Investment Factor for
each Sub-Account is the net asset value  per share of the corresponding Fund  at
the  end of the Valuation Period (plus  the per share dividends or capital gains
by that Fund if the ex-dividend date occurs in the Valuation Period then  ended)
divided  by  the net  asset value  per share  of the  corresponding Fund  at the
beginning of the Valuation Period.  Applicants should refer to the  prospectuses
for  the Funds  which accompany  this prospectus  for a  description of  how the
assets of each Fund are valued since such determination has a direct bearing  on
the  Accumulation Unit Value of the  Sub-Account and therefore the Account Value
of a Contract. See also, "Contract  Benefits and Rights -- Account Value,"  page
13.
 
    All  valuations  in  connection  with  a  Contract,  e.g.,  with  respect to
determining Account  Value  and Cash  Surrender  Value and  in  connection  with
Contract Loans, or calculation of Death Benefits, or with respect to determining
the number of Accumulation Units to be credited to a Contract with each premium,
other  than the initial premium, will be made on the date the request or payment
is received by ITT Hartford at its Home Office if such date is a Valuation  Day;
otherwise such determination will be made on the next succeeding date which is a
Valuation Day.
                             DEDUCTIONS AND CHARGES
                               MONTHLY DEDUCTIONS
 
    On  the Contract Date, and on each  Monthly Activity Date after the Contract
Date, ITT Hartford will deduct an  amount ("Deduction Amount") to cover  charges
and  expenses incurred  in connection  with a  Contract. Each  monthly Deduction
Amount will  be deducted  pro rata  from each  Sub-Account attributable  to  the
Contract  such that the proportion of Account Value of the Contract attributable
to each  Sub-Account  remains the  same  before  and after  the  deduction.  The
Deduction  Amount will vary from month to  month. If the Cash Surrender Value is
not sufficient to cover a Deduction Amount due on any Monthly Activity Date, the
Contract  may  lapse.   See  "Contract   Benefits  and  Rights   --  Lapse   and
Reinstatement,"  page 15. The  following is a summary  of the monthly deductions
and charges which constitute the Deduction Amount:
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               11
- --------------------------------------------------------------------------------
 
    COST OF INSURANCE CHARGE: The cost of insurance charge covers ITT Hartford's
anticipated mortality costs for standard and substandard risks. Current cost  of
insurance  rates are lower after the 10th Contract Year and are based on whether
100%, 90% or 80% of the Guideline Single Premium has been paid. The current cost
of insurance charge  will not exceed  the guaranteed cost  of insurance  charge.
This  charge is  a guaranteed  maximum monthly  rate multiplied  by the Coverage
Amount on the Contract  Date or any Monthly  Activity Date. For standard  risks,
the  guaranteed  cost  of insurance  rate  is  based on  the  1980 Commissioners
Standard Ordinary  Mortality Table,  age  last birthday.  (Unisex rates  may  be
required  in some  states.) A  table of guaranteed  cost of  insurance rates per
$1,000 will be  included in each  Contract; however, ITT  Hartford reserves  the
right to use rates less than those shown in the table. Substandard risks will be
charged at a higher cost of insurance rate that will not exceed rates based on a
multiple  of the 1980 Commissioners Standard  Ordinary Mortality Table, age last
birthday. The multiple will be based on the insured's substandard rating.
 
    The Coverage Amount  is first  set on  the Contract  Date and  then on  each
Monthly  Activity Date.  On such days,  it is  the Face Amount  less the Account
Value subject to a  Minimum Coverage Amount. The  Coverage Amount remains  level
between the Monthly Activity Dates.
 
    The  Coverage Amount may be adjusted to continue to qualify the Contracts as
life insurance contracts under the current Federal tax law. Under that law,  the
Minimum  Coverage Amount  is a  stated percentage  of the  Account Value  of the
Contract  determined  on  each  Monthly  Activity  Date.  The  percentages  vary
according to the attained age of the Insured.
 
    EXAMPLE:
 
Face Amount = $100,000
Account Value on the Monthly Activity Date = $30,000
Insured's attained age = 40
Minimum Coverage Amount percentage for age 40 = 150%
 
    On  the  Monthly Activity  Date,  the Coverage  Amount  is $70,000.  This is
calculated by  subtracting  the  Account  Value on  the  Monthly  Activity  Date
($30,000)  from  the  Face  Amount ($100,000),  subject  to  a  possible Minimum
Coverage Amount adjustment. This Minimum Coverage Amount is determined by taking
a percentage of the Account  Value on the Monthly  Activity Date. In this  case,
the  Minimum Coverage Amount is $45,000 (150% of $30,000). Since $45,000 is less
than the  Face  Amount  less  the Account  Value  ($70,000),  no  adjustment  is
necessary. Therefore, the Coverage Amount will be $70,000.
 
    Assume  that the Account Value in the above example was $50,000. The Minimum
Coverage Amount would be $75,000 (150%  of $50,000). Since this is greater  than
the  Face Amount less the  Account Value ($50,000), the  Coverage Amount for the
Contract Month  is  $75,000. (For  an  explanation  of the  Death  Benefit,  see
"Contract Benefits and Rights" on page 12.)
 
    Because  the Account  Value and,  as a result,  the Coverage  Amount under a
Contract may vary from  month to month,  the cost of  insurance charge may  also
vary on each Monthly Activity Date.
 
    TAX  EXPENSE CHARGE: ITT Hartford will deduct monthly from the Account Value
a tax expense charge equal to an annual rate of 0.40% for the first ten Contract
Years. This charge compensates ITT Hartford for premium taxes imposed by various
states and local jurisdictions and for  federal taxes imposed under Section  848
of  the Code. The charge includes a premium tax deduction of 0.25% and a federal
tax deduction of 0.15%. The 0.25% premium tax deduction over ten Contract  Years
approximates  ITT Hartford's average expenses for  state and local premium taxes
(2.5%). Premium taxes vary, ranging from zero to more than 4.0%. The premium tax
deduction is made whether or not any  premium tax applies. The deduction may  be
higher  or lower than  the premium tax  imposed. However, ITT  Hartford does not
expect to make  a profit from  this deduction. The  0.15% federal tax  deduction
helps  reimburse  ITT Hartford  for approximate  expenses incurred  from federal
taxes under Section 848 of the Code.  The federal tax deduction is a factor  ITT
Hartford  must  use  when  computing the  maximum  sales  load  chargeable under
Securities and Exchange Commission rules.
 
    ADMINISTRATIVE CHARGE: ITT  Hartford will  deduct monthly  from the  Account
Value  attributable to the Separate Account an administrative charge equal to an
annual rate of 0.25%.  This charge compensates  ITT Hartford for  administrative
expenses  incurred  in  the  administration  of  the  Separate  Account  and the
Contracts.
 
    MORTALITY AND EXPENSE RISK CHARGE: ITT Hartford will deduct monthly from the
Account Value attributable to the Separate  Account a charge equal to an  annual
rate  of 0.90% for the mortality risks and expense risks ITT Hartford assumes in
relation to the variable portion of the Contracts. The mortality risk assumed is
that  the  cost  of  insurance  charges  specified  in  the  Contract  will   be
insufficient  to meet  claims. ITT  Hartford also assumes  a risk  that the Face
Amount (the minimum Death Benefit) will  exceed the Coverage Amount on the  date
of death plus the Account Value on the date ITT Hartford receives written notice
of  death. The  expense risk  assumed is that  expenses incurred  in issuing and
administering the Contracts will  exceed the administrative  charges set in  the
Contract. ITT Hartford may profit from the mortality and expense risk charge and
may use any profits for any proper purpose, including any difference between the
cost  it incurs in distributing the Contracts and the proceeds of the contingent
deferred sales charge.
<PAGE>
12                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
                             ANNUAL MAINTENANCE FEE
 
    If the Account  Value on a  Contract Anniversary is  less than $50,000,  ITT
Hartford  will deduct on  such date an  annual maintenance fee  of $30. This fee
will help reimburse ITT Hartford for administrative and maintenance costs of the
Contracts. The  sum  of  the  monthly  administrative  charges  and  the  annual
maintenance  fee  will not  exceed  the cost  ITT  Hartford incurs  in providing
administrative services under the Contracts.
                   TAXES CHARGED AGAINST THE SEPARATE ACCOUNT
 
    Currently, no charge  is made  to the  Separate Account  for Federal  income
taxes  that  may be  attributable  to the  Separate  Account. ITT  Hartford may,
however, make such  a charge in  the future.  Charges for other  taxes, if  any,
attributable to the Separate Account may also be made.
                           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 prospectus for the Funds.
                        CONTINGENT DEFERRED SALES CHARGE
 
    Upon surrender of  the Contract  and partial  withdrawals in  excess of  the
Annual Withdrawal Amount, a contingent deferred sales charge may be assessed. In
Contract  Years 1 through  3, this charge  is 7.5% of  surrendered Account Value
attributable to premiums paid. In Contract Years 4 through 5, this charge is 6%.
In Contract Years 6 through 7, this charge is 4%. In Contract Years 8 through 9,
this charge is 2%. After the 9th Contract Year, there is no charge.
 
    In determining  the  contingent deferred  sales  charge and  the  additional
premium  tax charge discussed below, any  surrender or partial withdrawal during
the first ten Contract Years  will be deemed first  from earnings and then  from
premiums  paid. If an amount  equal to all premiums  paid has been withdrawn, no
charge will be assessed on a withdrawal of the remaining Account Value.
 
    The contingent deferred sales  charge is imposed to  cover a portion of  the
sales  expense  incurred by  ITT Hartford  in  distributing the  Contracts. This
expense  includes  agents'   commissions,  advertising  and   the  printing   of
prospectuses.
 
    See  "Contract Benefits  and Rights  -- Amount  Payable on  Surrender of the
Contract," page 14.
                               PREMIUM TAX CHARGE
 
    During the first nine Contract Years, an additional premium tax charge  will
be  imposed  on surrender  or partial  withdrawals.  The additional  premium tax
charge is  shown below,  as a  percent  of Account  Value, at  the end  of  each
Contract Year:
 
<TABLE>
<CAPTION>
               CONTRACT
                 YEAR            RATE
               --------          -----
               <S>               <C>
                    1            2.25%
                    2            2.00%
                    3            1.75%
                    4            1.50%
                    5            1.25%
                    6            1.00%
                    7            0.75%
                    8            0.50%
                    9            0.25%
                   10  +         0.00%
</TABLE>
 
    After  the ninth  Contract Year,  no additional  premium tax  charge will be
imposed.
                          CONTRACT BENEFITS AND RIGHTS
                                 DEATH BENEFIT
 
    While in force, the Contract provides for the payment of the Death  Proceeds
to  the named beneficiary  when the Insured  under the Contract  dies. The Death
Proceeds payable  to the  beneficiary equal  the Death  Benefit less  any  loans
outstanding.  The Death Benefit equals the greater of (1) the Face Amount or (2)
the Account Value  multiplied by  a specified percentage.  The percentages  vary
according  to the attained age of the Insured and are specified in the Contract.
Therefore, an increase in Account Value may increase the Death Benefit. However,
because the Death Benefit will never be less than the Face Amount, a decrease in
Account Value may decrease the Death Benefit but never below the Face Amount.
 
    EXAMPLES:
 
<TABLE>
<CAPTION>
                                 A         B
                              --------  --------
  <S>                         <C>       <C>
  Face Amount...............  $100,000  $100,000
  Insured's Age.............        40        40
  Account Value on Date of
   Death....................    46,500    34,000
  Specified Percentage......      250%      250%
</TABLE>
 
    In Example  A, the  Death  Benefit equals  $116,250,  i.e., the  greater  of
$100,000  (the Face Amount) or $116,250 (the  Account Value at the Date of Death
of $46,500, multiplied by  the specified percentage of  250%). This amount  less
any  outstanding loans constitutes the Death Proceeds  which we would pay to the
beneficiary.
 
    In Example B, the death benefit  is $100,000, i.e., the greater of  $100,000
(the Face Amount) or $85,000 (the
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               13
- --------------------------------------------------------------------------------
 
Account Value of $34,000 multiplied by the specified percentage of 250%).
 
    All  or part of  the Death Proceeds may  be paid in cash  or applied under a
"Payment Option." See "Other Matters -- Payment Options," page 16.
                                 ACCOUNT VALUE
 
    The Account Value of a Contract will be computed on each Valuation Day.  The
Account  Value will vary to reflect the  investment experience of the Funds, the
value of the Loan Account and the monthly Deduction Amounts. There is no minimum
guaranteed Account Value.
 
    The Account Value of a particular Contract is related to the net asset value
of the Funds to which premiums on the Contract have been allocated. The  Account
Value  on  any  Valuation  Day  is  calculated  by  multiplying  the  number  of
Accumulation Units  credited to  the  Contract in  each  Sub-Account as  of  the
Valuation  Day  by the  Accumulation  Unit Value  of  that Sub-Account  and then
summing the result  for all the  Sub-Accounts credited to  the Contract and  the
value  of the Loan Account. See "The Contract -- Accumulation Unit Values," page
10.
                           TRANSFER OF ACCOUNT VALUE
    While the Contract remains in effect and subject to ITT Hartford's  transfer
rules  then in effect,  the Contract Owner may  request that part  or all of the
Account Value of a particular Sub-Account be transferred to other  Sub-Accounts.
ITT  Hartford reserves the right to restrict  the number of such transfers to no
more than 12 per Contract Year with  no two transfers being made on  consecutive
Valuation Days. However, there are no restrictions on the number of transfers at
the  present time. Transfers may  be made by written  request or by calling toll
free 1-800-231-5453. Transfers by telephone may  be made by the agent of  record
or  by the attorney-in-fact pursuant to a power of attorney. Telephone transfers
may not be permitted in some states.  The policy of ITT Hartford and its  agents
and  affiliates is that they  will not be responsible  for losses resulting from
acting upon telephone requests reasonably  believed to be genuine. ITT  Hartford
will  employ reasonable procedures to  confirm that instructions communicated by
telephone are genuine; otherwise, ITT Hartford may be liable for any losses  due
to  unauthorized or fraudulent instructions. The procedures ITT Hartford follows
for transactions  initiated  by  telephone  include  requirements  that  callers
provide   certain   information  for   identification  purposes.   All  transfer
instructions by telephone are tape recorded.
 
    It is the responsibility of the Contract Owner to verify the accuracy of all
confirmations  of  transfers  and  to  promptly  advise  ITT  Hartford  of   any
inaccuracies  within  one  business  day of  receipt  of  the  confirmation. ITT
Hartford will send the Contract Owner  confirmation of the transfer within  five
(5) days from the date of any instruction.
 
    ITT  Hartford may  modify the  right to  reallocate Account  Value among the
Sub-Accounts if  ITT  Hartford determines,  in  its sole  discretion,  that  the
exercise  of that right by one  or more Contract Owners is,  or would be, to the
disadvantage of  other Contract  Owners. Any  modification could  be applied  to
transfers  to or from some or all of the Sub-Accounts and could include, but not
be limited to, the  requirement of a minimum  period between each transfer,  not
accepting  transfer requests of an  agent acting under the  power of attorney on
behalf of more than one Contract Owner,  or limiting the dollar amount that  may
be  transferred among  the Sub-Accounts at  one time. These  restrictions may be
applied in any  manner reasonably designed  to prevent any  use of the  transfer
right  that  ITT  Hartford considers  to  be disadvantageous  to  other Contract
Owners.
 
    As a result of a transfer, the number of Accumulation Units credited to  the
Sub-Account  from  which the  transfer is  made  will be  reduced by  the number
obtained by dividing the  amount transferred by the  Accumulation Unit Value  of
that  Sub-Account  on  the  Valuation Day  ITT  Hartford  receives  the transfer
request. The number of Accumulation Units  credited to the Sub-Account to  which
the  transfer is made will  be increased by the  number obtained by dividing the
amount transferred by  the Accumulation Unit  Value of that  Sub-Account on  the
Valuation Day ITT Hartford receives the transfer request.
                                 CONTRACT LOANS
 
    While  the Contract is in  effect, a Contract Owner  may obtain, without the
consent of  the beneficiary  (provided  the designation  of beneficiary  is  not
irrevocable),  one or both  of two types  of cash loans  from ITT Hartford. Both
types of loans are secured by  the Contract. The aggregate loans (including  the
currently  applied for loan) may not exceed at  the time a loan is requested 90%
of the  Account Value  less any  contingent deferred  sales charge  and due  and
unpaid Deduction Amount.
 
    The  loan  amount  will  be  transferred  pro  rata  from  each  Sub-Account
attributable to the Contract (unless the Contract Owner specifies otherwise)  to
the  Loan Account. The amounts allocated to  the Loan Account will bear interest
at a rate of  4% per annum (6%  for "Preferred Loans"). The  amount of the  Loan
Account  that equals the difference  between the Account Value  and the total of
all premiums paid under the Contract is considered a "Preferred Loan." The  loan
interest  rate that ITT Hartford  will charge on all loans  is 6% per annum. The
difference between the value  of the Loan Account  and the Indebtedness will  be
transferred  on a pro  rata basis from  the Sub-Accounts to  the Loan Account on
each Monthly Activity Date.
 
    If the aggregate  outstanding loan(s)  secured by the  Contract exceeds  the
Account Value of the Contract less any contingent deferred sales charges and due
and   unpaid  Deduction  Amount,  ITT  Hartford  will  give  written  notice  to
<PAGE>
14                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
the Contract  Owner that  unless  ITT Hartford  receives an  additional  payment
within  61  days to  reduce  the aggregate  outstanding  loan(s) secured  by the
Contract, the Contract may lapse.
 
    All or any part of  any loan secured by a  Contract may be repaid while  the
Contract is still in effect. When loan repayments or interest payments are made,
they  will  be allocated  among  the Sub-Account(s)  in  the same  percentage as
premiums  are  allocated  (unless  the  Contract  Owner  requests  a   different
allocation)  and an amount equal  to the payment will  be deducted from the Loan
Account. Any outstanding loan at the end of a Grace Period must be repaid before
the Contract will be reinstated. See "Contract Benefits and Rights -- Lapse  and
Reinstatement," page 15.
    A  loan, whether or not repaid, will  have a permanent effect on the Account
Value because the investment results of each Sub-Account will apply only to  the
amount  remaining in  such Sub-Accounts. The  longer a loan  is outstanding, the
greater  the  effect  is  likely  to  be.  The  effect  could  be  favorable  or
unfavorable.  If  the  Sub-Accounts earn  more  than  4% per  annum,  the annual
interest rate for amounts held in  the Loan Account, a Contract Owner's  Account
Value  will not increase as rapidly  as it would have had  no loan been made. If
the Sub-Accounts earn less than 4% per annum, the Contract Owner's Account Value
will be greater  than it would  have been had  no loan been  made. Also, if  not
repaid,  the aggregate  outstanding loan(s) will  reduce the  Death Proceeds and
Cash Surrender Value otherwise payable.
                  AMOUNT PAYABLE ON SURRENDER OF THE CONTRACT
 
    While the Contract  is in effect,  a Contract Owner  may elect, without  the
consent  of  the beneficiary  (provided the  designation  of beneficiary  is not
irrevocable), to  fully surrender  the Contract.  Upon surrender,  the  Contract
Owner  will  receive the  Cash  Surrender Value  determined  as of  the  day ITT
Hartford receives the Contract Owner's written request or the date requested  by
the  Contract  Owner whichever  is later.  The Cash  Surrender Value  equals the
Account Value less any contingent deferred sales charges and additional  premium
tax  charge and all Indebtedness. ITT Hartford will pay the Cash Surrender Value
of the Contract  within seven days  of receipt  by ITT Hartford  of the  written
request  or on  the effective  surrender date  requested by  the Contract Owner,
whichever is later. The Contract  will terminate on the  date of receipt of  the
written  request, or the  date the Contract  Owner requests the  surrender to be
effective, whichever  is later.  For a  discussion of  the tax  consequences  of
surrendering the Contract, see "Federal Tax Considerations," page 21.
 
    If  the Contract Owner chooses to apply  the surrender proceeds to a payment
option (see  "Other  Matters  --  Payment Options,"  page  16),  the  contingent
deferred  sales charge will not be imposed  to the surrender proceeds applied to
the option. In other words, the surrender proceeds will equal the Cash Surrender
Value without reduction for the  contingent deferred sales charge. However,  the
additional  premium  tax  charge,  if  applicable,  will  be  deducted  from the
surrender proceeds to be applied, and amounts  withdrawn from Options 1, 5 or  6
will be subject to the contingent deferred sales charge, if applicable.
                              PARTIAL WITHDRAWALS
 
    While  the Contract  is in  effect, a Contract  Owner may  elect, by written
request, to make  partial withdrawals from  the Cash Surrender  Value. The  Cash
Surrender  Value, after partial  withdrawal, must at  least equal ITT Hartford's
minimum amount rules then in effect; otherwise, the request will be treated as a
request for full  surrender. The partial  withdrawal will be  deducted pro  rata
from  each Sub-Account, unless the Contract  Owner instructs otherwise. The Face
Amount will be reduced proportionate to  the reduction in the Account Value  due
to  the partial withdrawal. Partial withdrawals will  be deemed to be first from
earnings, if any, and then from premiums paid. Partial withdrawals in excess  of
the  Annual Withdrawal Amount  will be subject to  the contingent deferred sales
charge and any additional  premium tax charges. See  "Deductions and Charges  --
Contingent  Deferred Sales Charge, Premium Tax  Charge." For a discussion of the
tax consequences of partial withdrawals, see "Federal Tax Considerations,"  page
21.
                              BENEFITS AT MATURITY
 
    If  the Insured  is living  on the "Maturity  Date" (the  anniversary of the
Contract Date on which the Insured is age 100), on surrender of the Contract  to
ITT  Hartford, ITT Hartford  will pay to  the Contract Owner  the Cash Surrender
Value. In such case, the Contract will  terminate and ITT Hartford will have  no
further  obligations under the  Contract. (The Maturity Date  may be extended by
rider where approved, but see "Income Taxation of Contract Benefits.")
<PAGE>
ITT Hartford Life and Annuity Insurance Company                               15
- --------------------------------------------------------------------------------
 
                            LAPSE AND REINSTATEMENT
    The  Contract  will  remain in  effect  until  the Cash  Surrender  Value is
insufficient to cover  a Deduction Amount  due on a  Monthly Activity Date.  ITT
Hartford  will notify the Contract  Owner of the deficiency  in writing and will
provide a 61 day period  ("Grace Period") to pay  an amount sufficient to  cover
the  Deduction Amount(s) due. The  notice will indicate the  amount that must be
paid.
 
    The Contract will continue  through the Grace Period,  but if no  additional
premium  payment is made, it  will terminate at the end  of the Grace Period. If
the person insured under  the Contract dies during  the Grace Period, the  Death
Proceeds  payable under the Contract will  be reduced by the Deduction Amount(s)
due and unpaid. See "Contract Benefits and Rights -- Death Benefit," page 12.
 
    If the Contract lapses,  the Contract Owner may  apply for reinstatement  of
the  Contract  by  payment  of the  reinstatement  premium  (and  any applicable
charges) shown in the Contract. A  request for reinstatement may be made  within
five  years  of lapse.  If a  loan was  outstanding  at the  time of  lapse, ITT
Hartford will require repayment of the loan before permitting reinstatement.  In
addition,  ITT Hartford reserves  the right to  require evidence of insurability
satisfactory to ITT Hartford.
                        CANCELLATION AND EXCHANGE RIGHTS
 
    An Applicant has a limited right  to return a Contract for cancellation.  If
the Contract is returned, by mail or personal delivery to ITT Hartford or to the
agent  who sold the Contract,  to be cancelled within  10 days after delivery of
the Contract to  the Contract Owner  (a longer free-look  period is provided  in
certain  cases), ITT  Hartford will  return to the  Applicant within  7 days the
greater of premiums paid for the Contract or the sum of (1) the Account Value on
the date the returned Contract is received by ITT Hartford or its agent and  (2)
any deductions under Contract or by the Funds for taxes, charges or fees.
 
    Once  the Contract  is in effect,  it may  be exchanged during  the first 24
months after its issuance, for  a non-variable flexible premium adjustable  life
insurance  contract offered  by ITT Hartford  (or an affiliated  company) on the
life of  the Insured.  No evidence  of insurability  will be  required. The  new
contract  will have,  at the  election of  the Contract  Owner, either  the same
Coverage Amount under the exchanged contract on the date of exchange or the same
Death Benefit. The effective date, issue date and issue age will be the same  as
existed  under the exchanged  contract. If a contract  loan was outstanding, the
entire loan must  be repaid.  There may  be a  cash adjustment  required on  the
exchange.
                SUSPENSION OF VALUATION, PAYMENTS AND TRANSFERS
 
    ITT  Hartford  will suspend  all  procedures requiring  valuation (including
transfers, surrenders and loans) on any day a national stock exchange is  closed
or  trading  is  restricted due  to  an  existing emergency  as  defined  by the
Securities and Exchange  Commission, or on  any day the  Commission has  ordered
that  the right of surrender of the Contracts be suspended for the protection of
Contract Owners, until such condition has ended.
                            LAST SURVIVOR CONTRACTS
 
    The Contracts  are offered  on  a single  life  and "last  survivor"  basis.
Contracts  sold on a last survivor basis operate in a manner almost identical to
the single life version. The most important difference is that the last survivor
version involves two Insureds and  the Death Proceeds are  paid on the death  of
the  last surviving Insured. The other  significant differences between the last
survivor and single life versions are listed below:
 
    1.  The  cost of  insurance charges under  the last  survivor Contracts  are
        determined  in a manner  that reflects the  anticipated mortality of the
        two Insureds and the  fact that the Death  Benefit is not payable  until
        the  death  of  the  second  Insured  to  die.  See  the  last  survivor
        illustrations in "Appendix A," page 24.
 
    2.  To qualify for simplified  underwriting under a last survivor  Contract,
        both Insureds must meet the simplified underwriting standards.
 
    3.   For a  last survivor Contract  to be reinstated,  both Insureds must be
        alive on the date of reinstatement.
 
    4.  The Contract  provisions regarding misstatement of  age or sex,  suicide
        and incontestability apply to either Insured.
 
    5.   Additional  tax disclosures applicable  to last  survivor Contracts are
        provided in "Federal Tax Considerations," page 21."
                                 OTHER MATTERS
                                 VOTING RIGHTS
 
    In accordance  with  its interpretation  of  presently applicable  law,  ITT
Hartford  will vote the shares  of the Funds at  regular and special meetings of
the shareholders  of the  Funds in  accordance with  instructions from  Contract
Owners   (or   the   assignee   of   the  Contract,   as   the   case   may  be)
<PAGE>
16                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
having a voting interest in the Separate  Account. The number of shares held  in
the Separate Account which are attributable to each Contract Owner is determined
by  dividing the Contract Owner's interest in  each Sub-Account by the net asset
value of the applicable shares of the  Funds. ITT Hartford will vote shares  for
which  no instructions have been given and  shares which are not attributable to
Contract Owners (i.e. shares owned by ITT Hartford) in the same proportion as it
votes shares for which it has  received instructions. If the Investment  Company
Act of 1940 or any rule promulgated thereunder should be amended, however, or if
ITT  Hartford's  present  interpretation should  change  and, as  a  result, ITT
Hartford determines it is permitted to vote  the shares of the Funds in its  own
right, it may elect to do so.
 
    The  voting interests of the  Contract Owner (or the  assignee) in the Funds
will be determined as follows: Contract Owners  may cast one vote for each  full
or  fractional Accumulation  Unit owned  under the  Contract and  allocated to a
Sub-Account the  assets of  which are  invested in  the particular  Fund on  the
record  date for the shareholder meeting for  that Fund. If, however, a Contract
Owner has taken  a loan secured  by the Contract,  amounts transferred from  the
Sub-Account(s)  to the Loan  Account in connection with  the loan (See "Contract
Benefits and  Rights --  Contract Loans,"  page 13)  will not  be considered  in
determining  the voting interests of the  Contract Owner. Contract Owners should
review the  prospectuses  for  the  Funds which  accompany  this  prospectus  to
determine matters on which shareholders may vote.
 
    ITT  Hartford may, when required  by state insurance regulatory authorities,
disregard voting instructions  if the  instructions require that  the shares  be
voted  so as to cause a change in the sub-classification or investment objective
of one or more of the Funds  or to approve or disapprove an investment  advisory
contract for the Funds.
 
    In  addition, ITT Hartford itself may disregard voting instructions in favor
of changes  initiated  by a  Contract  Owner in  the  investment policy  or  the
investment  adviser of the Funds if  ITT Hartford reasonably disapproves of such
changes. A change would be disapproved  only if the proposed change is  contrary
to state law or prohibited by state regulatory authorities. If ITT Hartford does
disregard voting instructions, a summary of that action and the reasons for such
action will be included in the next periodic report to Contract Owners.
                         STATEMENTS TO CONTRACT OWNERS
 
    ITT  Hartford will maintain all records relating to the Separate Account and
the Sub-Accounts. At least  once each Contract Year,  ITT Hartford will send  to
Contract Owners a statement showing the Coverage Amount and the Account Value of
the  Contract  (indicating  the number  of  Accumulation Units  credited  to the
Contract in each Sub-Account and the corresponding Accumulation Unit Value), and
any outstanding loan secured by  the Contract as of  the date of the  statement.
The  statement  will also  show premium  paid, and  Deduction Amounts  under the
Contract since the  last statement, and  any other information  required by  any
applicable law or regulation.
                           LIMIT ON RIGHT TO CONTEST
 
    ITT  Hartford may not contest the validity of the Contract after it has been
in effect during the Insured's  lifetime for two years  from the Issue Date.  If
the  Contract is reinstated,  the two-year period  is measured from  the date of
reinstatement. Any increase in the Coverage Amount  as a result of a premium  is
contestable  for 2 years  from its effective  date. In addition,  if the Insured
commits suicide in  the two-year period,  or such period  as specified in  state
law,  the  benefit  payable  will  be limited  to  the  Account  Value  less any
Indebtedness.
                         MISSTATEMENT AS TO AGE AND SEX
 
    If the age or sex  of the Insured is  incorrectly stated, the Death  Benefit
will be appropriately adjusted as specified in the Contract.
                                PAYMENT OPTIONS
 
    The  surrender proceeds or Death Proceeds under the Contracts may be paid in
a lump sum  or may  be applied  to one of  ITT Hartford's  payment options.  The
minimum  amount that may be applied under  a payment option is $5,000 unless ITT
Hartford consents to a lesser amount. Under Options 2, 3 and 4, no surrender  or
partial  withdrawals are  permitted after  payments commence.  Full surrender or
partial withdrawals may be made from Options 1 or 6, but they are subject to the
contingent deferred  sales  charge, if  applicable.  Only a  full  surrender  is
allowed  from Option 5.  A surrender from Option  5 will also  be subject to the
contingent deferred sales charge, if applicable.
 
    We will pay interest of at least 3 1/2% per year on the Death Proceeds  from
the  date of the Insured's death to the date payment is made or a payment option
is elected.  At such  times, the  proceeds  are not  subject to  the  investment
experience of the Separate Account.
 
    The  following options are  available under the  Contracts (ITT Hartford may
offer other payment options):
 
    OPTION 1: INTEREST INCOME
 
    This option offers  payments of  interest, at the  rate we  declare, on  the
amount  applied under  this option.  The interest rate  will never  be less than
3 1/2% per year.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               17
- --------------------------------------------------------------------------------
 
    OPTION 2: LIFE ANNUITY
 
    A life annuity is an  annuity payable during the  lifetime of the payee  and
terminating  with the last payment preceding the death of the payee. This option
offers the largest payment amount of any of the life annuity options since there
is no guarantee  of a minimum  number of payments  nor a provision  for a  death
benefit payable to a beneficiary.
 
    It  would be  possible under  this option  for a  payee to  receive only one
annuity payment if he died prior to the due date of the second annuity  payment,
two if he died before the date of the third annuity payment, etc.
 
    OPTION 3: LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN
 
    This annuity option is an annuity payable monthly during the lifetime of the
payee with the provision that payments will be made for a minimum of 120, 180 or
240  months, as elected. If, at the death  of the payee, payments have been made
for less than the minimum elected number of months, then the present value as of
the date of the payee's death, of any remaining guaranteed payments will be paid
in  one  sum  to  the  beneficiary  or  beneficiaries  designated  unless  other
provisions have been made and approved by ITT Hartford.
 
    OPTION 4: JOINT AND LAST SURVIVOR ANNUITY
 
    An  annuity payable  monthly during  the joint lifetime  of the  payee and a
designated second person, and  thereafter during the  remaining lifetime of  the
survivor,  ceasing with  the last  payment prior to  the death  of the survivor.
Based on the options currently offered by ITT Hartford, the payee may elect that
the payment to  the survivor  be less  than the  payment made  during the  joint
lifetime of the payee and a designated second person.
 
    It  would be possible  under this option  for a payee  and designated second
person to receive only one  payment in the event  of the common or  simultaneous
death of the parties prior to the due date for the second payment and so on.
 
    OPTION 5: PAYMENTS FOR A DESIGNATED PERIOD
 
    An amount payable monthly for the number of years selected which may be from
5 to 30 years. Under this option, you may, at any time, request a full surrender
and  receive,  within  seven days,  the  termination  value of  the  Contract as
determined by ITT Hartford.
 
    In the event of the payee's death prior to the end of the designated period,
the present  value  as of  the  date of  the  payee's death,  of  any  remaining
guaranteed  payments will be paid in one sum to the beneficiary or beneficiaries
designated unless other provisions have been made and approved by ITT Hartford.
 
    Option 5 is an option that does not involve life contingencies.
 
    OPTION 6: DEATH PROCEEDS REMAINING WITH ITT HARTFORD
 
    Proceeds from the Death Benefit left with ITT Hartford. These proceeds  will
remain  in the Sub-Accounts  to which they  were allocated at  the time of death
unless the beneficiary elects  to reallocate them.  Full or partial  withdrawals
may be made at any time.
 
    VARIABLE  AND FIXED ANNUITY  PAYMENTS:  When an  annuity is effected, unless
otherwise specified, the surrender proceeds or  Death Proceeds held in the  Sub-
Accounts  will be applied  to provide a  variable annuity based  on the pro rata
amount in the various Sub-Accounts. Fixed annuities options are also  available.
YOU SHOULD CONSIDER WHETHER THE ALLOCATION OF PROCEEDS AMONG SUB-ACCOUNTS OF THE
SEPARATE  ACCOUNT  FOR  YOUR  ANNUITY  PAYMENTS  ARE  BASED  ON  THE  INVESTMENT
ALTERNATIVE BEST SUITED TO YOUR RETIREMENT NEEDS.
 
    VARIABLE ANNUITY: The Contract contains tables indicating the minimum dollar
amount of the first monthly payment under the optional variable forms of annuity
for each $1,000  of value  of a Sub-Account.  The first  monthly payment  varies
according  to  the  form and  type  of  variable payment  annuity  selected. The
Contract contains  variable  payment  annuity  tables  derived  from  the  1983a
Individual  Annuity Mortality  Table with  ages set  back one  year and  with an
assumed investment rate  ("A.I.R.") of  5% per  annum. The  total first  monthly
variable  annuity  payment  is  determined  by  multiplying  the  proceeds value
(expressed in thousands of dollars) of a Sub-Account by the amount of the  first
monthly payment per $1,000 of value obtained from the tables in the Contracts.
 
    The  amount of the first monthly variable  annuity payment is divided by the
value of an annuity unit  (an accounting unit of  measure used to calculate  the
value  of annuity payments) for the  appropriate Sub-Account no earlier than the
close of business  on the fifth  Valuation Day  preceding the day  on which  the
payment  is due in order to determine the number of annuity units represented by
the first payment. This number of annuity units remains fixed during the annuity
payment period, and in each subsequent  month the dollar amount of the  variable
annuity  payment is determined by multiplying this fixed number of annuity units
by the current annuity unit value.
 
    LEVEL VARIABLE ANNUITY  PAYMENTS WOULD  BE PRODUCED IF  THE INVESTMENT  RATE
REMAINED CONSTANT AND EQUAL TO THE A.I.R. IN FACT, PAYMENTS WILL VARY UP OR DOWN
AS THE INVESTMENT RATE VARIES UP OR DOWN RELATIVE TO THE A.I.R.
<PAGE>
18                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
    FIXED  ANNUITY:  Fixed annuity  payments are  determined by  multiplying the
amount applied to the annuity by a  rate to be determined by ITT Hartford  which
is  no less than the  rate specified in the fixed  payment annuity tables in the
Contract. The annuity payment will remain level for the duration of the annuity.
 
    ITT Hartford will make any other arrangements for income payments as may  be
agreed on.
                                  BENEFICIARY
    The applicant names the beneficiary in the application for the Contract. The
Contract  Owner may change the beneficiary (unless irrevocably named) during the
Insured's lifetime by  written request  to ITT  Hartford. If  no beneficiary  is
living  when the Insured dies,  the Death Proceeds will  be paid to the Contract
Owner if living; otherwise to the Contract Owner's estate.
                                   ASSIGNMENT
 
    The Contract may be assigned as  collateral for a loan or other  obligation.
ITT  Hartford is  not responsible  for any payment  made or  action taken before
receipt of written notice  of such assignment. Proof  of interest must be  filed
with any claim under a collateral assignment.
                                   DIVIDENDS
 
    No dividends will be paid under the Contracts.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               19
- --------------------------------------------------------------------------------
 
                        EXECUTIVE OFFICERS AND DIRECTORS
 
<TABLE>
<CAPTION>
                                                                                 OTHER BUSINESS PROFESSION,
                                                                                   VOCATION OR EMPLOYMENT
                                    POSITION WITH ITT HARTFORD,                      FOR PAST 5 YEARS;
          NAME, AGE                      YEAR OF ELECTION                           OTHER DIRECTORSHIPS
- ------------------------------  -----------------------------------  --------------------------------------------------
<S>                             <C>                                  <C>
Andrew, Joan M., 38             Vice President, 1992                 Vice President and Director, National Service
                                                                      Center Operations (1992-Present), ITT Hartford.
Bossen, Wendell J., 62          Vice President, 1995**               Vice President (1992), Hartford Life Insurance
                                                                      Company; Executive Vice President (1984), Mutual
                                                                      Benefit.
Boyko, Gregory A., 44           Vice President, 1995                 Vice President and Controller (1995-Present),
                                                                      Hartford Life Insurance Company; Chief Financial
                                                                      Officer (1994-1995), IMG American Life; Senior
                                                                      Vice President (1992-1994), Connecticut Mutual.
Cummins, Peter W., 59           Vice President, 1993                 Vice President, Individual Annuity Operations
                                                                      (1989-Present), Hartford Life Insurance Company.
deRaismes, Ann M., 45           Vice President, 1994                 Vice President (1994-Present), Assistant Vice
                                                                      President (1992), Director of Human Resources
                                                                      (1991-Present), Hartford Life Insurance Company.
Dooley, James R., 59            Vice President, 1977                 Vice President, Director Information Services
                                                                      (1973-Present), ITT Hartford.
Fitch, Timothy M., 43           Vice President, 1995                 Vice President (1995-Present); Assistant Vice
                                                                      President (1993); Director (1991), Hartford Life.
Frahm, Donald R., 64            Director, 1995*                      Chairman and Chief Executive Officer
                                                                      (1988-Present), ITT Hartford Insurance Group,
                                                                      Inc.
Gardner, Bruce D., 45           Director, 1991*                      Vice President (1996-Present) General Counsel and
                                                                      Corporate Secretary (1991), Hartford Life
                                                                      Insurance Company.
Gareau, Joseph H., 49           Executive Vice President, 1993       Executive Vice President and Chief Investment
                                 Chief Investment Officer, 1993       Officer (1993-Present), Hartford Life Insurance
                                 Director, 1993*                      Company.
Gillette, Donald J., 50         Vice President, 1993                 Vice President, Director of Marketing
                                                                      (1991-Present), ITT Hartford; MSI Insurance
                                                                      (1986).
Godkin, Lynda, 42               Associate General Counsel, 1995      Associate General Counsel and Corporate Secretary
                                 Corporate Secretary, 1995            (1995-Present), Assistant General Counsel and
                                                                      Secretary (1994), Counsel (1990), Hartford Life
                                                                      Insurance Company.
Grady, Lois W., 51              Vice President, 1993                 Vice President (1993-Present), Assistant Vice
                                                                      President (1988), Hartford Life Insurance
                                                                      Company.
Hall, David A., 42              Senior Vice President, 1993          Senior Vice President and Actuary (1993-Present),
                                 Actuary, 1993                        Hartford Life Insurance Company.
Kanarek, Joseph, 48             Vice President, 1994                 Vice President (1991-Present), Director
                                 Director, 1994*                      (1992-Present), Hartford Life Insurance Company.
Kerzner, Robert A., 44          Vice President, 1994                 Vice President (1994-Present), Regional Vice
                                                                      President (1991), Life Sales Manager (1990),
                                                                      Hartford Life Insurance Company.
Kohlhof, LaVern L., 66          Vice President, 1980                 Vice President and Secretary (1980-Present), ITT
                                 Secretary, 1980                      Hartford.
</TABLE>
<PAGE>
 
20                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                                 OTHER BUSINESS PROFESSION,
                                                                                   VOCATION OR EMPLOYMENT
                                    POSITION WITH ITT HARTFORD,                      FOR PAST 5 YEARS;
          NAME, AGE                      YEAR OF ELECTION                           OTHER DIRECTORSHIPS
- ------------------------------  -----------------------------------  --------------------------------------------------
<S>                             <C>                                  <C>
Malchodi, Jr., William B., 45   Vice President, 1994                 Vice President (1994-Present), Director of Taxes
                                 Director of Taxes, 1992              (1992-Present), Assistant General Counsel and
                                                                      Assistant Director of Taxes (1986), Hartford
                                                                      Insurance Group.
Marra, Thomas M., 37            Executive Vice President, 1995       Senior Vice President (1994), Director of
                                 Director, 1994*                      Individual Annuities (1991), Vice President
                                                                      (1989), Hartford Life Insurance Company.
Matthiesen, Steven L., 51       Vice President, 1984                 Vice President, Director of New Business
                                                                      (1984-Present), ITT Hartford.
Noto, Joseph J., 44             Vice President, 1989                 Vice President (1989-Present), Hartford Life
                                                                      Insurance Company.
Raymond, Craig D., 32           Vice President, 1993                 Vice President and Chief Actuary (1994-Present),
                                 Chief Actuary, 1994                  Vice President (1993), Assistant Vice President
                                                                      (1992), Actuary (1989-1994), Hartford Life
                                                                      Insurance Company.
Schrandt, David T., 48          Vice President, 1987                 Vice President, Treasurer and Controller
                                 Treasurer, 1987                      (1987-Present), ITT Hartford Life Insurance
                                                                      Company.
Smith, Lowndes A., 55           President, 1993                      President and Chief Executive Officer
                                 Chief Executive Officer, 1993        (1993-Present), ITT Hartford; President and Chief
                                 Director, 1985*                      Operating Officer (1989-Present), Hartford Life
                                                                      Insurance Company.
Zlatkus, Lizabeth H., 36        Vice President, 1994                 Vice President, Director Business Operations
                                 Director, 1994*                      (1994), Assistant Vice President, Director
                                                                      Executive Operations (1992), Executive Staff
                                                                      Assistant to President (1990), Hartford Life
                                                                      Insurance Company.
</TABLE>
 
- ------------------------
 * Denotes date of election to Board of Directors.
** ITT Hartford Affiliated Company.
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               21
- --------------------------------------------------------------------------------
 
                         DISTRIBUTION OF THE CONTRACTS
 
    ITT  Hartford intends to sell the Contracts in all jurisdictions where it is
licensed to do  business. The  Contracts will be  sold by  life insurance  sales
representatives   who   represent   ITT   Hartford   and   who   are  registered
representatives of  Hartford Equity  Sales Company,  Inc. ("HESCO")  or  certain
other  independent,  registered  broker-dealers.  Any  sales  representative  or
employee will  have been  qualified to  sell variable  life insurance  contracts
under  applicable Federal and state laws.  Each broker-dealer is registered with
the Securities and Exchange Commission under the Securities Exchange Act of 1934
and all are members of the National Association of Securities Dealers, Inc.
 
    Hartford Securities Distribution Company,  Inc. ("HSD") serves as  Principal
Underwriter for the securities issued with respect to the Separate Account. Both
HESCO  and HSD are wholly-owned subsidiaries of Hartford Life Insurance Company.
The principal business address of HESCO and HSD is the same as ITT Hartford.
 
    The maximum sales  commission payable  to ITT  Hartford agents,  independent
registered  insurance brokers,  and other  registered broker-dealers  is 6.0% of
initial and subsequent premiums. Additional annual compensation of no more  than
0.75%  of Account Value may be paid. From  time to time, ITT Hartford may pay or
permit other promotional incentives, in cash or credit or other compensation.
    ITT Hartford may provide  information on various  topics to Contract  Owners
and  prospective  Contract  Owners  in advertising,  sales  literature  or other
materials. These  topics may  include the  relationship between  sectors of  the
economy and the economy as a whole and its effect on various securities markets,
investment  strategies  and techniques  (such  as value  investing,  dollar cost
averaging and asset allocation), the  advantages and disadvantages of  investing
in  tax-advantaged and  taxable instruments, customer  profiles and hypothetical
purchase scenarios, financial  management and tax  and retirement planning,  and
variable  annuities  and  other investment  alternatives,  including comparisons
between  the  Contracts  and  the   characteristics  of  and  market  for   such
alternatives.
                  SAFEKEEPING OF THE SEPARATE ACCOUNT'S ASSETS
 
    The  assets of the Separate Account are  held by ITT Hartford. The assets of
the Separate Account are kept physically segregated and held separate and  apart
from  the General Account of ITT Hartford. ITT Hartford maintains records of all
purchases and redemptions of shares of  the Fund. Additional protection for  the
assets  of the Separate  Account is afforded by  ITT Hartford's blanket fidelity
bond issued  by Aetna  Casualty and  Surety  Company, in  the aggregate  of  $50
million, covering all of the officers and employees of ITT Hartford.
                           FEDERAL TAX CONSIDERATIONS
                                    GENERAL
 
    SINCE  THE TAX LAW IS COMPLEX AND SINCE TAX CONSEQUENCES WILL VARY ACCORDING
TO THE ACTUAL STATUS OF THE CONTRACT OWNER INVOLVED, LEGAL AND TAX ADVICE MAY BE
NEEDED BY A  PERSON, EMPLOYER OR  OTHER ENTITY CONTEMPLATING  THE PURCHASE OF  A
CONTRACT DESCRIBED HEREIN.
 
    It  should be understood that any detailed description of the Federal income
tax consequences regarding  the purchase of  these Contracts cannot  be made  in
this  Prospectus and that  special tax rules  may be applicable  with respect to
certain purchase situations  not discussed  herein. In addition,  no attempt  is
made  here to  consider any  applicable state  or other  tax laws.  For detailed
information, a qualified tax adviser should always be consulted. This discussion
of Federal  tax considerations  is based  upon ITT  Hartford's understanding  of
current Federal income tax laws as they are currently interpreted.
                        TAXATION OF ITT HARTFORD AND THE
                                SEPARATE ACCOUNT
 
    The  Separate Account is taxed as a part of ITT Hartford which is taxed as a
life insurance company under Subchapter L of the Internal Revenue Code ("Code").
Accordingly, the Separate Account will not  be taxed as a "regulated  investment
company"  under Subchapter M of the Code. Investment income and realized capital
gains on  the  assets  of  the  Separate  Account  (the  underlying  Funds)  are
reinvested  and  are  taken  into  account  in  determining  the  value  of  the
Accumulation Units (see "Contract Benefits and Rights -- Account Value," on page
13). As  a  result,  such  investment income  and  realized  capital  gains  are
automatically applied to increase reserves under the Contract.
 
    ITT Hartford does not expect to incur any Federal income tax on the earnings
or  realized capital gains attributable to the Separate Account. Based upon this
expectation, no  charge is  currently being  made to  the Separate  Account  for
Federal  income taxes. If  ITT Hartford incurs income  taxes attributable to the
Separate Account or determines that such taxes will be incurred, it may assess a
charge for such taxes against the Separate Account.
<PAGE>
22                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
                      INCOME TAXATION OF CONTRACT BENEFITS
 
    For Federal income  tax purposes, the  Contracts should be  treated as  life
insurance  contracts under Section 7702  of the Code. The  death benefit under a
life insurance  contract is  generally excluded  from the  gross income  of  the
beneficiary.  Also, a  life insurance Contract  Owner is generally  not taxed on
increments in the contract value until  the Contract is partially or  completely
surrendered.  Section 7702 limits the amount of premiums that may be invested in
a Contract that is  treated as life insurance.  ITT Hartford intends to  monitor
premium levels to assure compliance with the Section 7702 requirements.
 
    During  the first fifteen  Contract Years, an  "income first" rule generally
applies to distributions  of cash required  to be made  under Code Section  7702
because of a reduction in benefits under the Contract.
 
    The  Maturity Date  Extension Rider  allows a  Contract Owner  to extend the
Maturity Date to the date  of the Insured's death. If  the Maturity Date of  the
Contract  is extended  by rider,  ITT Hartford  believes that  the Contract will
continue to  be treated  as a  life insurance  contract for  federal income  tax
purposes after the scheduled Maturity Date. However, due to the lack of specific
guidance  on  this issue,  the result  is not  certain. If  the Contract  is not
treated as a life insurance contract  for federal income tax purposes after  the
scheduled  Maturity Date, among other things,  the Death Proceeds may be taxable
to the recipient.  The Contract  Owner should  consult a  qualified tax  adviser
regarding  the possible adverse tax consequences  resulting from an extension of
the scheduled Maturity Date.
                            LAST SURVIVOR CONTRACTS
 
    Although ITT  Hartford believes  that  the last  survivor Contracts  are  in
compliance  with Section  7702 of  the Code,  the manner  in which  Section 7702
should be applied  to certain features  of a joint  survivorship life  insurance
contract  is not  directly addressed  by Section 7702.  In the  absence of final
regulations or other guidance  issued under Section  7702, there is  necessarily
some  uncertainty whether  a last survivor  Contract will meet  the Section 7702
definition of a life insurance contract.
                          MODIFIED ENDOWMENT CONTRACTS
 
    A life  insurance contract  is treated  as a  "modified endowment  contract"
under  Section 7702A of the Code if it meets the definition of life insurance in
Section 7702 but fails the "seven-pay" test of Section 7702A. The seven-pay test
provides that premiums cannot be paid at  a rate more rapidly than that  allowed
by  the payment  of seven  annual premiums  using specified  computational rules
provided in  Section 7702A(c).  The  large single  premium permitted  under  the
Contract  does not  meet the  specified computational  rules for  the "seven-pay
test" under Section 7702A(c). Therefore, the Contract will generally be  treated
as  a modified endowment  contract for federal income  tax purposes. However, an
exchange under Section  1035 of  the Code of  a life  insurance contract  issued
before June 21, 1988 will not cause the new Contract to be treated as a modified
endowment contract if no additional premiums are paid.
 
    A  contract that is  classified as modified  endowment contract is generally
eligible for the beneficial tax treatment  accorded to life insurance. That  is,
the  death  benefit is  excluded from  income  and increments  in value  are not
subject to current  taxation. However,  a loan, distributions  or other  amounts
received  from a modified endowment contract during the life of the Insured will
be taxed to the extent of any accumulated income in the contract (generally, the
excess  of  account  value  over  premiums  paid).  Amounts  that  are   taxable
withdrawals will be subject to a 10% additional tax, with certain exceptions.
 
    All modified endowment contracts that are issued within any calendar year to
the same Contract Owner by one company or its affiliates shall be treated as one
modified  endowment contract in  determining the taxable portion  of any loan or
distributions.
                      ESTATE AND GENERATION SKIPPING TAXES
 
    When the Insured dies,  the Death Proceeds will  generally be includible  in
the  Contract Owner's  estate for  purposes of  federal estate  tax if  the last
surviving Insured owned  the Contract. If  the Contract Owner  was not the  last
surviving  Insured, the fair market  value of the Contract  would be included in
the Contract Owner's estate  upon the Contract Owner's  death. Nothing would  be
includible  in the last surviving Insured's estate if he or she neither retained
incidents of ownership at  death nor had given  up ownership within three  years
before death.
 
    Federal  estate tax is integrated with federal gift tax under a unified rate
schedule. In general, estates less than $600,000 will not incur a federal estate
tax liability. In addition, an unlimited marital deduction may be available  for
federal  estate and gift  tax purposes. The  unlimited marital deduction permits
the deferral of taxes until  the death of the  surviving spouse (when the  Death
Proceeds would be available to pay taxes due and other expenses incurred).
 
    If  the Contract Owner  (whether or not  he or she  is an Insured) transfers
ownership of  the Contract  to  someone two  or  more generations  younger,  the
transfer  may be  subject to the  generation-skipping transfer  tax, the taxable
amount being the  value of  the Contract. The  generation-skipping transfer  tax
provisions  generally apply to transfers which would  be subject to the gift and
estate tax  rules. Individuals  are generally  allowed an  aggregate  generation
skipping transfer exemption of $1 million. Because these
<PAGE>
ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY                               23
- --------------------------------------------------------------------------------
 
rules  are  complex, the  Contract  Owner should  consult  with a  qualified tax
adviser for specific information if ownership is passing to younger generations.
                          DIVERSIFICATION REQUIREMENTS
 
    Section 817 of  the Code provides  that a variable  life insurance  contract
(other  than a  pension plan  policy) will  not be  treated as  a life insurance
contract for  any period  during  which the  investments  made by  the  separate
account  or underlying  fund are not  adequately diversified  in accordance with
regulations prescribed by the Treasury Department. If a Contract is not  treated
as  a life insurance contract, the Contract  Owner will be subject to income tax
on the annual increases in cash value.
 
    The  Treasury  Department  has  issued  diversification  regulations   which
generally require, among other things, that no more than 55% of the value of the
total  assets of the segregated asset  account underlying a variable contract is
represented by any one investment,  no more than 70%  is represented by any  two
investments,  no more than 80%  is represented by any  three investments, and no
more than 90% is represented by any four investments. In determining whether the
diversification standards  are  met, all  securities  of the  same  issuer,  all
interests  in the  same real  property project,  and all  interests in  the same
commodity are each treated as a single  investment. In addition, in the case  of
government  securities,  each  government  agency  or  instrumentality  shall be
treated as a separate issuer.
 
    A separate account must be in compliance with the diversification  standards
on  the last day  of each calendar quarter  or within 30  days after the quarter
ends. If an insurance  company inadvertently fails  to meet the  diversification
requirements,  the company may  comply within a reasonable  period and avoid the
taxation of policy income  on an ongoing basis.  However, either the company  or
the Contract Owner must agree to pay the tax due for the period during which the
diversification requirements were not met.
 
    ITT  Hartford monitors  the diversification  of investments  in the separate
accounts and tests  for diversification as  required by the  Code. ITT  Hartford
intends  to administer all contracts subject to the diversification requirements
in a manner that will maintain adequate diversification.
                         OWNERSHIP OF THE ASSETS IN THE
                                SEPARATE ACCOUNT
 
    In order for a variable life insurance contract to qualify for tax deferral,
assets in the segregated asset accounts supporting the variable contract must be
considered to be owned by the insurance company and not by the variable contract
owner. The Internal  Revenue Service  ("IRS") has issued  several rulings  which
discuss  investor control. The IRS has ruled  that incidents of ownership by the
contract owner,  such as  the ability  to select  and control  investments in  a
separate  account, will cause the  contract owner to be  treated as the owner of
the assets for tax purposes.
 
    Further, in the  explanation to  the temporary  Section 817  diversification
regulations,  the Treasury Department  noted that the  temporary regulations "do
not provide guidance concerning the  circumstances in which investor control  of
the  investments of  a segregated asset  account may cause  the investor, rather
than the insurance  company, to be  treated as the  owner of the  assets in  the
account."  The  explanation further  indicates  that "the  temporary regulations
provide that  in  appropriate  cases  a segregated  asset  account  may  include
multiple  sub-accounts, but do not specify the extent to which policyholders may
direct their investments to particular sub-accounts without being treated as the
owners of  the underlying  assets. Guidance  on this  and other  issues will  be
provided in regulations or revenue rulings under section 817(d), relating to the
definition of variable contract." The final regulations issued under Section 817
did  not provide guidance regarding investor control, and as of the date of this
Prospectus, no other such guidance has  been issued. Further, ITT Hartford  does
not  know if or in what form such guidance will be issued. In addition, although
regulations are generally issued  with prospective effect,  it is possible  that
regulations  may be issued with retroactive effect.  Due to the lack of specific
guidance regarding  the issue  of investor  control, there  is necessarily  some
uncertainty  regarding whether a Contract Owner could be considered the owner of
the assets  for tax  purposes. ITT  Hartford reserves  the right  to modify  the
contracts,  as necessary, to  prevent Contract Owners  from being considered the
owners of the assets in the separate accounts.
         LIFE INSURANCE PURCHASED FOR USE IN SPLIT DOLLAR ARRANGEMENTS
 
    On January 26, 1996, the IRS released a technical advice memorandum  ("TAM")
on  the  taxability of  life  insurance policies  used  in certain  split dollar
arrangements. A TAM, issued by the  National Office of the IRS, provides  advice
as  to the internal revenue laws, regulations, and related statutes with respect
to a specific  set of facts  and a specific  taxpayer. In the  TAM, among  other
things,  the IRS concluded that  an employee was subject  to current taxation on
the excess of the  cash surrender value  of the policy over  the premiums to  be
returned  to the employer. Purchasers  of life insurance policies  to be used in
split dollar arrangements are strongly advised  to consult with a qualified  tax
adviser to determine the tax treatment resulting from such an arrangement.
                         FEDERAL INCOME TAX WITHHOLDING
 
    If  any amounts  are deemed  to be  current taxable  income to  the Contract
Owner, such amounts will be subject
<PAGE>
24                               ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
- --------------------------------------------------------------------------------
 
to federal income tax withholding and reporting, pursuant to the Code.
                     NON-INDIVIDUAL OWNERSHIP OF CONTRACTS
 
    Legislation has recently been proposed which would limit certain of the  tax
advantages  now  afforded  non-individual owners  of  life  insurance contracts.
Prospective Contract  Owners which  are  not individuals  should consult  a  tax
adviser  to determine the status of  this proposed legislation and its potential
impact on the purchaser.
                                     OTHER
 
    Federal estate  tax,  state and  local  estate, inheritance  and  other  tax
consequences  of  ownership,  or  receipt of  Contract  proceeds  depend  on the
circumstances of each  Contract Owner or  beneficiary. A tax  adviser should  be
consulted to determine the impact of these taxes.
                    LIFE INSURANCE PURCHASES BY NONRESIDENT
                        ALIENS AND FOREIGN CORPORATIONS
 
    The  discussion above  provides general  information regarding  U.S. federal
income tax consequences to life insurance  purchasers that are U.S. citizens  or
residents.  Purchasers that are not U.S. citizens or residents will generally be
subject to U.S. federal income tax and withholding on taxable distributions from
life insurance polices at  a 30% rate,  unless a lower  treaty rate applies.  In
addition,  purchasers may be  subject to state and/or  municipal taxes and taxes
that may be  imposed by  the purchaser's  country of  citizenship or  residence.
Prospective  purchasers  are advised  to consult  with  a qualified  tax advisor
regarding U.S., state,  and foreign taxation  with respect to  a life  insurance
policy purchase.
                               LEGAL PROCEEDINGS
 
    There are no pending material legal proceedings affecting the Contracts, the
Separate Account or any of the Funds.
                                 LEGAL MATTERS
 
    Legal  matters in  connection with  the issue  and sale  of flexible premium
variable  life  insurance  contracts  described  in  this  Prospectus  and   the
organization  of  ITT  Hartford,  its authority  to  issue  the  Contracts under
Connecticut law and the validity of the forms of the Contracts under Connecticut
law and legal  matters relating to  the Federal securities  and income tax  laws
have  been passed on by Lynda Godkin,  Associate General Counsel of ITT Hartford
Life Insurance Companies.
                                    EXPERTS
 
    The financial statements  and schedules  for ITT Hartford  included in  this
Prospectus  and elsewhere  in the  Registration Statement  have been  audited by
Arthur Andersen  LLP,  independent public  accountants,  as indicated  in  their
report  hereon, and are included  herein in reliance upon  the authority of said
firm as experts in accounting and  auditing in giving said report. Reference  is
made  to said  report of  ITT Hartford Life  and Annuity  Insurance Company (the
depositor), which includes an explanatory paragraph with respect to changing the
valuation method  in determining  aggregate reserves  for future  benefits.  The
principal  business  address of  Arthur Andersen,  LLP  is One  Financial Plaza,
Hartford, Connecticut 06103.
 
    The hypothetical  Contract illustrations  included  in this  Prospectus  and
Registration  Statement have  been approved  by Michael  Winterfield, FSA, MAAA,
Director, Individual  Annuity  Inforce Management,  for  ITT Hartford,  and  are
included in reliance upon his opinion as to their reasonableness.
                             REGISTRATION STATEMENT
 
    A  registration statement  has been filed  with the  Securities and Exchange
Commission under the Securities Act of 1933 as amended. This Prospectus does not
contain all information set forth in the registration statement, its  amendments
and  exhibits,  to  all  of  which reference  is  made  for  further information
concerning the Separate Account, the Funds, ITT Hartford, and the Contracts.
<PAGE>
ITT Hartford Life and Annuity Insurance Company                               25
- --------------------------------------------------------------------------------
 
                                   APPENDIX A
                           ILLUSTRATIONS OF BENEFITS
 
The  tables in Appendix A illustrate the  way in which a Contract operates. They
show how  the death  benefit and  surrender value  could vary  over an  extended
period  of time  assuming hypothetical gross  rates of return  equal to constant
after tax annual rates  of 0%, 6% and  12%. The tables are  based on an  initial
premium  of $10,000. A male age 45, a female  age 55 and a male age 65 with Face
Amounts of $40,161, $33,334 and  $19,380, respectively, are illustrated for  the
single  life Contract. The  illustrations for the  last survivor Contract assume
male and female  of equal  ages, including  age 55 and  65 for  Face Amounts  of
$44,053 and $27,778.
 
    The death benefit and surrender value for a Contract would be different from
those  shown if the  rates of return  averaged 0%, 6%  and 12% over  a period of
years, but also fluctuated above or below those averages for individual Contract
Years. They would also differ if any  Contract loan were made during the  period
of time illustrated.
 
    The tables reflect the deductions of current Contract charges and guaranteed
Contract  charges  for a  single  gross interest  rate.  The death  benefits and
surrender values would change if the current cost of insurance charges change.
 
    The amounts shown for the death benefit and surrender value as of the end of
each Contract Year take into account an average daily charge equal to an  annual
charge  of 0.60%  of the average  daily net  assets of the  Funds for investment
advisory and administrative  services fees. The  gross annual investment  return
rates  of 0%, 6% and 12% on the Fund's assets are equal to net annual investment
return rates  (net of  the 0.60%  average  daily charge)  of -0.60%,  5.40%  and
11.40%, respectively.
 
    In  addition, the death  benefit and surrender  value as of  the end of each
Contract Year take into account  the (1) tax expense  charge equal to an  annual
rate  of  0.40%  of  Account  Value  for  the  first  ten  Contract  Years;  (2)
administrative charge  equal  to  an  annual rate  of  0.25%  of  Account  Value
attributable  to the  Separate Account;  (3) mortality  and expense  risk charge
equal to an annual rate of 0.90%  of Account Value attributable to the  Separate
Account;  and (4)  any Contingent Deferred  Sales Charge and  premium tax charge
which may be applicable in the first nine Contract Years.
 
    The hypothetical returns  shown in the  tables are without  any tax  charges
that  may be  attributable to the  Separate Account  in the future.  In order to
produce after tax returns of 0%, 6%, and 12%, the Separate Account would have to
earn a sufficient amount in excess of 0%  or 6% or 12% to cover any tax  charges
(see  "Deductions and Charges -- Charges Against The Separate Account -- Taxes,"
page 12).
 
    The "Premium Paid Plus Interest" column of each table shows the amount which
would accumulate if  the initial premium  was invested to  earn interest,  after
taxes of 5% per year, compounded annually.
 
    ITT Hartford will furnish upon request, a comparable illustration reflecting
the  proposed insureds age, risk classification,  Face Amount or initial premium
requested, and reflecting guaranteed cost of insurance rates. ITT Hartford  will
also  furnish  an additional  similar  illustration reflecting  current  cost of
insurance rates which may be less  than, but never greater than, the  guaranteed
cost of insurance rates.
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 45 MALE
                          INITIAL FACE AMOUNT: $40,161
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.40% NET)
 
<TABLE>
<CAPTION>
                                         CURRENT CHARGES*                   GUARANTEED CHARGES**
                  PREMIUMS      -----------------------------------  -----------------------------------
   END OF        ACCUMULATED                    CASH                                 CASH
  CONTRACT     AT 5% INTEREST     ACCOUNT     SURRENDER     DEATH      ACCOUNT     SURRENDER     DEATH
    YEAR          PER YEAR         VALUE        VALUE      BENEFIT      VALUE        VALUE      BENEFIT
- -------------  ---------------  -----------  -----------  ---------  -----------  -----------  ---------
<S>            <C>              <C>          <C>          <C>        <C>          <C>          <C>
          1          10,500         10,865        9,870      40,161      10,787        9,794      40,161
          2          11,025         11,807       10,821      40,161      11,642       10,660      40,161
          3          11,576         12,834       11,859      40,161      12,573       11,603      40,161
          4          12,155         13,952       13,143      40,161      13,587       12,784      40,161
          5          12,763         15,172       14,382      40,161      14,693       13,909      40,161
 
          6          13,401         16,501       15,936      40,161      15,899       15,340      40,161
          7          14,071         17,948       17,414      40,161      17,216       16,687      40,161
          8          14,775         19,526       19,229      40,161      18,655       18,361      40,161
          9          15,513         21,246       20,993      40,161      20,228       19,978      40,161
         10          16,289         23,120       23,120      40,161      21,952       21,952      40,161
 
         11          17,103         25,288       25,288      40,161      23,941       23,941      40,161
         12          17,959         27,663       27,663      40,388      26,140       26,140      40,161
         13          18,856         30,264       30,264      42,975      28,575       28,575      40,577
         14          19,799         33,116       33,116      45,701      31,264       31,264      43,145
         15          20,789         36,246       36,246      48,570      34,217       34,217      45,851
 
         16          21,829         39,682       39,682      51,587      37,459       37,459      48,697
         17          22,920         43,443       43,443      55,607      41,007       41,007      52,490
         18          24,066         47,559       47,559      59,924      44,891       44,891      56,563
         19          25,270         52,064       52,064      64,560      49,141       49,141      60,936
         20          26,533         57,030       57,030      69,577      53,796       53,796      65,631
 
         25          33,864         89,881       89,881     104,262      84,682       84,682      98,231
         35          55,160        223,447      223,447     236,855     210,220      210,220     222,834
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT AVERAGE  12%  OVER  A PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN APPLICABLE TO  THE CONTRACT AVERAGED 12%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       28
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 45 MALE
                          INITIAL FACE AMOUNT: $40,161
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.40% NET)
 
<TABLE>
<CAPTION>
                                          CURRENT CHARGES*                     GUARANTEED CHARGES**
                  PREMIUMS      -------------------------------------  -------------------------------------
   END OF        ACCUMULATED                    CASH                                   CASH
  CONTRACT     AT 5% INTEREST     ACCOUNT     SURRENDER      DEATH       ACCOUNT     SURRENDER      DEATH
    YEAR          PER YEAR         VALUE        VALUE       BENEFIT       VALUE        VALUE       BENEFIT
- -------------  ---------------  -----------  -----------  -----------  -----------  -----------  -----------
<S>            <C>              <C>          <C>          <C>          <C>          <C>          <C>
          1          10,500         10,279        9,298       40,161       10,201        9,222       40,161
          2          11,025         10,568        9,606       40,161       10,399        9,441       40,161
          3          11,576         10,865        9,925       40,161       10,593        9,658       40,161
          4          12,155         11,171       10,403       40,161       10,782       10,021       40,161
          5          12,763         11,487       10,743       40,161       10,965       10,228       40,161
 
          6          13,401         11,812       11,294       40,161       11,140       10,628       40,161
          7          14,071         12,148       11,657       40,161       11,304       10,819       40,161
          8          14,775         12,494       12,232       40,161       11,454       11,197       40,161
          9          15,513         12,851       12,619       40,161       11,589       11,360       40,161
         10          16,289         13,219       13,219       40,161       11,703       11,703       40,161
 
         11          17,103         13,667       13,667       40,161       11,844       11,844       40,161
         12          17,959         14,131       14,131       40,161       11,963       11,963       40,161
         13          18,856         14,611       14,611       40,161       12,058       12,058       40,161
         14          19,799         15,109       15,109       40,161       12,125       12,125       40,161
         15          20,789         15,625       15,625       40,161       12,159       12,159       40,161
 
         16          21,829         16,160       16,160       40,161       12,156       12,156       40,161
         17          22,920         16,715       16,715       40,161       12,108       12,108       40,161
         18          24,066         17,289       17,289       40,161       12,005       12,005       40,161
         19          25,270         17,884       17,884       40,161       11,839       11,839       40,161
         20          26,533         18,501       18,501       40,161       11,598       11,598       40,161
 
         25          33,864         21,395       21,395       40,161        8,813        8,813       40,161
         35          55,160         30,942       30,942       40,161            0            0            0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  6% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE  AND CASH  SURRENDER VALUE FOR  A CONTACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 6%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       29
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE 45 MALE
                          INITIAL FACE AMOUNT: $40,161
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.60% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS            CURRENT CHARGES*              GUARANTEED CHARGES**
            ACCUMULATED    -----------------------------   -----------------------------
 END OF        AT 5%                   CASH                            CASH
CONTRACT   INTEREST PER    ACCOUNT   SURRENDER    DEATH    ACCOUNT   SURRENDER    DEATH
  YEAR         YEAR         VALUE      VALUE     BENEFIT    VALUE      VALUE     BENEFIT
- --------   -------------   -------   ---------   -------   -------   ---------   -------
<S>        <C>             <C>       <C>         <C>       <C>       <C>         <C>
    1          10,500       9,694      8,726     40,161     9,616      8,649     40,161
    2          11,025       9,397      8,459     40,161     9,226      8,291     40,161
    3          11,576       9,108      8,199     40,161     8,829      7,925     40,161
    4          12,155       8,827      9,095     40,161     8,426      7,699     40,161
    5          12,763       8,554      7,847     40,161     8,013      7,312     40,161
 
    6          13,401       8,288      7,805     40,161     7,588      7,113     40,161
    7          14,071       8,030      7,569     40,161     7,150      6,696     40,161
    8          14,775       7,778      7,540     40,161     6,694      6,461     40,161
    9          15,513       7,534      7,315     40,161     6,218      6,002     40,161
   10          16,289       7,297      7,297     40,161     5,717      5,717     40,161
 
   11          17,103       7,101      7,101     40,161     5,211      5,211     40,161
   12          17,959       6,910      6,910     40,161     4,673      4,673     40,161
   13          18,856       6,723      6,723     40,161     4,100      4,100     40,161
   14          19,799       6,541      6,541     40,161     3,488      3,488     40,161
   15          20,789       6,363      6,363     40,161     2,833      2,833     40,161
 
   16          21,829       6,188      6,188     40,161     2,127      2,127     40,161
   17          22,920       6,018      6,018     40,161     1,361      1,361     40,161
   18          24,066       5,852      5,852     40,161       526        526     40,161
   19          25,270       5,689      5,689     40,161         0          0          0
   20          26,533       5,530      5,530     40,161         0          0          0
 
   25          33,864       4,789      4,789     40,161         0          0          0
   35          55,160       3,538      3,538     40,161         0          0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  0% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 0%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       30
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                          INITIAL FACE AMOUNT: $33,334
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.0% (11.40% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS               CURRENT CHARGES*                  GUARANTEED CHARGES**
            ACCUMULATED    ----------------------------------   ---------------------------------
 END OF        AT 5%                      CASH                                CASH
CONTRACT   INTEREST PER     ACCOUNT     SURRENDER     DEATH     ACCOUNT     SURRENDER     DEATH
  YEAR         YEAR          VALUE        VALUE      BENEFIT     VALUE        VALUE      BENEFIT
- --------   -------------   ---------   -----------   --------   --------   -----------   --------
<S>        <C>             <C>         <C>           <C>        <C>        <C>           <C>
    1          10,500        10,865        9,870       33,334    10,758        9,766       33,334
    2          11,025        11,807       10,821       33,334    10,758        9,766       33,334
    3          11,576        12,834       11,859       33,334    12,488       11,519       33,334
    4          12,155        13,952       13,143       33,334    13,477       12,675       33,334
    5          12,763        15,172       14,382       33,334    14,562       13,780       33,334
 
    6          13,401        16,501       15,936       33,334    15,751       15,193       33,334
    7          14,071        17,948       17,414       33,334    17,055       16,527       33,334
    8          14,775        19,526       19,229       33,334    18,484       18,192       33,334
    9          15,513        21,246       2-,993       33,334    20,053       19,803       33,334
   10          16,289        23,120       23,120       33,334    21,778       21,778       33,334
 
   11          17,103        25,291       25,291       33,334    23,778       23,778       33,334
   12          17,959        27,695       27,695       33,334    26,001       26,001       33,334
   13          18,856        30,365       30,365       35,831    28,481       28,481       33,608
   14          19,799        33,295       33,295       38,956    31,228       31,229       36,537
   15          20,789        36,509       36,509       42,351    34,240       34,240       39,719
 
   16          21,829        40,033       40,033       46,039    37,543       37,543       43,175
   17          22,920        43,908       43,098       49,616    41,175       41,175       46,528
   18          24,066        48,169       48,169       53,468    45,169       45,169       50,138
   19          25,270        52,861       52,861       57,619    49,566       49,566       54,028
   20          26,533        58,025       58,025       63,247    54,375       54,375       59,270
 
   25          33,864        92,388       92,388       97,932    86,577       86,577       91,773
   35          55,160       230,636      230,636      242,168   213,920      213,920      224,617
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT AVERAGE  12%  OVER  A PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN APPLICABLE TO  THE CONTRACT AVERAGED 12%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       31
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                          INITIAL FACE AMOUNT: $33,334
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.40% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS             CURRENT CHARGES*                GUARANTEED CHARGES**
            ACCUMULATED    -------------------------------   ------------------------------
 END OF        AT 5%                     CASH                             CASH
CONTRACT   INTEREST PER    ACCOUNT    SURRENDER     DEATH    ACCOUNT   SURRENDER     DEATH
  YEAR         YEAR         VALUE       VALUE      BENEFIT    VALUE      VALUE      BENEFIT
- --------   -------------   --------   ----------   -------   -------   ----------   -------
<S>        <C>             <C>        <C>          <C>       <C>       <C>          <C>
    1          10,500       10,279       9,928     33,334    10,172       9,193     33,334
    2          11,025       10,568       9,606     33,334    10,341       9,385     33,334
    3          11,576       10,865       9,925     33,334    10,508       9,574     33,334
    4          12,155       11,171      10,403     33,334    10,671       9,911     33,334
    5          12,763       11,487      10,743     33,334    10,831      10,095     33,334
 
    6          13,401       11,812      11,294     33,334    10,984      10,474     33,334
    7          14,071       12,148      11,657     33,334    11,127      10,644     33,334
    8          14,775       12,494      12,232     33,334    11,256      11,000     33,334
    9          15,513       12,851      12,619     33,334    11,366      11,138     33,334
   10          16,289       13,219      13,219     33,334    11,452      11,452     33,334
 
   11          17,103       13,667      13,667     33,334    11,559      11,559     33,334
   12          17,959       14,131      14,131     33,334    11,641      11,641     33,334
   13          18,856       14,611      14,611     33,334    11,696      11,696     33,334
   14          19,799       15,109      15,109     33,334    11,721      11,721     33,334
   15          20,789       15,625      15,625     33,334    11,711      11,711     33,334
 
   16          21,829       16,160      16,160     33,334    11,658      11,658     33,334
   17          22,920       16,517      16,517     33,334    11,547      11,547     33,334
   18          24,066       17,289      17,289     33,334    11,362      11,362     33,334
   19          25,270       17,884      17,884     33,334    11,084      11,084     33,334
   20          26,533       18,501      18,501     33,334    10,689      10,689     33,334
 
   25          33,864       21,935      21,935     33,334     6,012       6,012     33,334
   35          55,160       30,942      30,942     33,334         0           0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  6% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 6%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       32
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                          INITIAL FACE AMOUNT: $33,334
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.60% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS            CURRENT CHARGES*              GUARANTEED CHARGES**
            ACCUMULATED    -----------------------------   ----------------------------
 END OF        AT 5%                   CASH                           CASH
CONTRACT   INTEREST PER    ACCOUNT   SURRENDER    DEATH    ACCOUNT  SURRENDER    DEATH
  YEAR         YEAR         VALUE      VALUE     BENEFIT   VALUE      VALUE     BENEFIT
- --------   -------------   -------   ---------   -------   ------   ---------   -------
<S>        <C>             <C>       <C>         <C>       <C>      <C>         <C>
    1          10,500       9,694      8,726     33,334    9,587      8,621     33,334
    2          11,025       9,397      8,459     33,334    9,168      8,235     33,334
    3          11,576       9,108      8,199     33,334    8,745      7,842     33,334
    4          12,155       8,827      8,095     33,334    8,315      7,591     33,334
    5          12,763       8,554      7,847     33,334    7,879      7,181     33,334
 
    6          13,401       8,288      7,805     33,334    7,433      6,959     33,334
    7          14,071       8,030      7,569     33,334    6,973      6,520     33,334
    8          14,775       7,778      7,540     33,334    6,492      6,260     33,334
    9          15,513       7,534      7,315     33,334    5,986      5,771     33,334
   10          16,289       7,297      7,297     33,334    5,449      5,449     33,334
 
   11          17,103       7,101      7,101     33,334    4,898      4,898     33,334
   12          17,959       6,910      6,910     33,334    4,307      4,307     33,334
   13          18,856       6,723      6,723     33,334    3,676      3,676     33,334
   14          19,799       6,541      6,541     33,334    3,000      3,000     33,334
   15          20,789       6,363      6,363     33,334    2,273      2,273     33,334
 
   16          21,829       6,188      6,188     33,334    1,482      1,482     33,334
   17          22,920       6,018      6,018     33,334      610        610     33,334
   18          24,066       5,852      5,852     33,334        0          0          0
   19          25,270       5,689      5,689     33,334        0          0          0
   20          26,533       5,530      5,530     33,334        0          0          0
 
   25          33,864       4,789      4,789     33,334        0          0          0
   35          55,160       3,538      3,538     33,334        0          0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  0% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 0%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       33
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                          INITIAL FACE AMOUNT: $19,380
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.40% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS               CURRENT CHARGES*                  GUARANTEED CHARGES**
            ACCUMULATED    ----------------------------------   ---------------------------------
 END OF        AT 5%                      CASH                                CASH
CONTRACT   INTEREST PER     ACCOUNT     SURRENDER     DEATH     ACCOUNT     SURRENDER     DEATH
  YEAR         YEAR          VALUE        VALUE      BENEFIT     VALUE        VALUE      BENEFIT
- --------   -------------   ---------   -----------   --------   --------   -----------   --------
<S>        <C>             <C>         <C>           <C>        <C>        <C>           <C>
    1          10,500        10,865        9,870       19,380    10,681        9,690       19,380
    2          11,025        11,807       10,821       19,380    11,245       10,446       19,380
    3          11,576        12,834       11,859       19,380    12,244       11,280       19,380
    4          12,155        13,952       13,143       19,380    13,150       12,353       19,380
    5          12,763        15,172       14,382       19,380    14,160       13,383       19,380
 
    6          13,401        16,501       15,936       19,380    15,292       14,740       19,380
    7          14,071        17,954       17,420       20,289    16,571       16,047       19,380
    8          14,775        19,552       19,254       21,703    18,024       17,734       20,007
    9          15,513        21,306       21,053       23,224    19,638       19,389       21,406
   10          16,289        23,209       23,209       25,298    21,389       21,389       23,315
 
   11          17,103        25,389       25,389       27,420    23,395       23,395       25,268
   12          17,959        27,782       27,782       29,728    25,599       25,599       27,391
   13          18,856        30,395       30,395       32,523    27,999       27,999       29,960
   14          19,799        33,264       33,264       35,261    30,640       39,640       32,479
   15          20,789        36,398       36,398       38,583    33,518       33,518       35,530
 
   16          21,829        39,845       39,845       41,838    36,690       36,690       38,525
   17          22,920        43,606       43,606       45,786    40,146       49,146       42,153
   18          24,066        47,724       47,724       50,111    43,908       43,908       46,103
   19          25,270        52,235       52,235       54,847    47,998       47,998       50,398
   20          26,533        57,208       57,208       60,069    52,440       52,440       55,062
 
   25          33,864        90,146       90,146       94,653    81,072       81,072       85,126
   35          55,160       223,848      223,848      226,086   195,316      195,316      197,269
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT AVERAGE  12%  OVER  A PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN APPLICABLE TO  THE CONTRACT AVERAGED 12%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       34
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                          INITIAL FACE AMOUNT: $19,380
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.40% NET)
 
<TABLE>
<CAPTION>
             PREMIUMS             CURRENT CHARGES*               GUARANTEED CHARGES**
            ACCUMULATED    -------------------------------   -----------------------------
 END OF        AT 5%                     CASH                            CASH
CONTRACT   INTEREST PER    ACCOUNT    SURRENDER     DEATH    ACCOUNT   SURRENDER    DEATH
  YEAR         YEAR         VALUE       VALUE      BENEFIT    VALUE      VALUE     BENEFIT
- --------   -------------   --------   ----------   -------   -------   ---------   -------
<S>        <C>             <C>        <C>          <C>       <C>       <C>         <C>
    1          10,500       10,279       9,298     19,380    10,092      9,115     19,380
    2          11,025       10,568       9,606     19,380    10,166      9,213     19,380
    3          11,576       10,865       9,925     19,380    10,221      9,292     19,380
    4          12,155       11,171      10,403     19,380    10,251      9,497     19,380
    5          12,763       11,487      10,743     19,380    10,254      9,526     19,380
 
    6          13,401       11,812      11,294     19,380    10,223      9,721     19,380
    7          14,071       12,148      11,657     19,380    10,151      9,675     19,380
    8          14,775       12,494      12,232     19,380    10,028      9,778     19,380
    9          15,513       12,851      12,619     19,380     9,841      9,617     19,380
   10          16,289       13,219      13,219     19,380     9,578      9,578     19,380
 
   11          17,103       13,667      13,667     19,380     9,263      9,263     19,380
   12          17,959       14,131      14,131     19,380     8,842      8,842     19,380
   13          18,856       14,611      14,611     19,380     8,294      8,294     19,380
   14          19,799       15,109      15,109     19,380     7,590      7,590     19,380
   15          20,789       15,625      15,625     19,380     6,694      6,694     19,380
 
   16          21,829       16,160      16,160     19,380     5,552      5,552     19,380
   17          22,920       16,715      16,715     19,380     4,091      4,091     19,380
   18          24,066       17,289      17,289     19,380     2,210      2,210     19,380
   19          25,270       17,884      17,884     19,380         0          0          0
   20          26,533       18,501      18,501     19,426         0          0
 
   25          33,864       21,935      21,935     23,033         0          0          0
   35          55,160       30,944      30,944     31,254         0          0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  6% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 6%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       35
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                          INITIAL FACE AMOUNT: $19,380
 
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.60% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500         9,694     8,726      19,380      9,504     8,540      19,380
   2          11,025         9,397     8,459      19,380      8,980     8,051      19,380
   3          11,576         9,108     8,199      19,380      8,424     7,527      19,380
   4          12,155         8,827     8,095      19,380      7,830     7,112      19,380
   5          12,763         8,554     7,847      19,380      7,190     6,500      19,380
 
   6          13,401         8,288     7,805      19,380      6,494     6,030      19,380
   7          14,071         8,030     7,569      19,380      5,731     5,288      19,380
   8          14,775         7,778     7,540      19,380      4,883     5,659      19,380
   9          15,513         7,534     7,315      19,380      3,931     3,721      19,380
  10          16,289         7,297     7,297      19,380      2,853     2,853      19,380
 
  11          17,103         7,101     7,101      19,380      1,634     1,634      19,380
  12          17,959         6,910     6,910      19,380        232       232      19,380
  13          18,856         6,723     6,723      19,380          0         0           0
  14          19,799         6,541     6,541      19,380          0         0           0
  15          20,789         6,363     6,363      19,380          0         0           0
 
  16          21,829         6,188     6,188      19,380          0         0           0
  17          22,920         6,018     6,018      19,380          0         0           0
  18          24,066         5,852     5,852      19,380          0         0           0
  19          25,270         5,689     5,689      19,380          0         0           0
  20          26,533         5,530     5,530      19,380          0         0           0
  25          33,864         4,789     4,789      19,380          0         0           0
  35          55,160         3,538     3,538      19,380          0         0           0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  0% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 0%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       36
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 55 MALE \ 55 FEMALE
                          INITIAL FACE AMOUNT: $44,053
 
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.40% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500        10,933      9,937      44,053    10,933      9,937      44,053
   2          11,025        11,950     10,961      44,053    11,950     10,961      44,053
   3          11,576        13,058     12,080      44,053    13,058     12,080      44,053
   4          12,155        14,266     13,452      44,053    14,266     13,452      44,053
   5          12,763        15,583     14,788      44,053    15,583     14,788      44,053
 
   6          13,401        17,019     16,449      44,053    17,019     16,449      44,053
   7          14,071        18,584     18,044      44,053    18,584     18,044      44,053
   8          14,775        20,291     19,989      44,053    20,290     19,988      44,053
   9          15,513        22,156     21,901      44,053    22,150     21,894      44,053
  10          16,289        24,197     24,197      44,053    24,179     24,179      44,053
 
  11          17,103        26,560     26,560      44,053    26,501     26,501      44,053
  12          17,959        29,158     29,158      44,053    29,052     29,052      44,053
  13          18,856        32,014     32,014      44,053    31,860     31,860      44,053
  14          19,799        35,152     35,152      44,053    34,958     34,958      44,053
  15          20,789        38,606     38,606      44,053    38,386     38,386      44,528
 
  16          21,829        42,407     42,407      48,769    42,165     42,165      48,490
  17          22,920        46,583     46,583      52,640    46,317     46,317      52,339
  18          24,066        51,173     51,173      56,803    50,881     50,881      56,478
  19          25,270        56,253     56,253      61,317    55,932     55,932      60,966
  20          26,533        61,825     61,825      67,390    61,463     61,463      66,995
  25          33,864        99,143     99,143     105,092    98,250     98,250     104,146
  35          55,160       254,947    254,947     267,695   243,379    243,379     255,549
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT AVERAGE  12%  OVER  A PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN APPLICABLE TO  THE CONTRACT AVERAGED 12%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       37
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 55 MALE \ 55 FEMALE
                          INITIAL FACE AMOUNT: $44,053
 
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.40% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500        10,344      9,361     44,053     10,344      9,361     44,053
   2          11,025        10,694      9,730     44,053     10,694      9,730     44,053
   3          11,576        11,051     10,108     44,053     11,051     10,108     44,053
   4          12,155        11,413     10,641     44,053     11,413     10,641     44,053
   5          12,763        11,778     11,031     44,053     11,778     11,031     44,053
 
   6          13,401        12,155     11,634     44,053     12,146     11,625     44,053
   7          14,071        12,546     12,052     44,053     12,515     12,021     44,053
   8          14,775        12,949     12,685     44,053     12,881     12,617     44,053
   9          15,513        13,367     13,134     44,053     13,242     13,009     44,053
  10          16,289        13,800     13,800     44,053     13,594     13,594     44,053
 
  11          17,103        14,318     14,318     44,053     13,988     13,988     44,053
  12          17,959        14,858     14,858     44,053     14,368     14,368     44,053
  13          18,856        15,419     15,419     44,053     14,730     14,730     44,053
  14          19,799        16,002     16,002     44,053     15,069     15,069     44,053
  15          20,789        16,609     16,609     44,053     15,378     15,378     44,053
 
  16          21,829        17,239     17,239     44,053     15,649     15,649     44,053
  17          22,920        17,895     17,895     44,053     15,869     15,869     44,053
  18          24,066        18,577     18,577     44,053     16,023     16,023     44,053
  19          25,270        19,287     19,287     44,053     16,091     16,091     44,053
  20          26,533        20,024     20,024     44,053     16,051     16,051     44,053
  25          33,864        24,177     24,177     44,053     13,215     13,215     44,053
  35          55,160        35,364     35,364     44,053          0          0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
  * THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  6% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 6%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       38
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 55 MALE \ 55 FEMALE
                          INITIAL FACE AMOUNT: $44,053
 
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.60% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500         9,755     8,785      44,053      9,755     8,785      44,053
   2          11,025         9,509     8,569      44,053      9,509     8,569      44,053
   3          11,576         9,260     8,348      44,053      9,260     8,348      44,053
   4          12,155         9,008     8,273      44,053      9,008     8,273      44,053
   5          12,763         8,761     8,051      44,053      8,751     8,042      44,053
 
   6          13,401         8,519     8,034      44,053      8,486     8,002      44,053
   7          14,071         8,283     7,821      44,053      8,212     7,750      44,053
   8          14,775         8,053     7,813      44,053      7,924     7,685      44,053
   9          15,513         7,829     7,609      44,053      7,619     7,400      44,053
  10          16,289         7,610     7,610      44,053      7,291     7,291      44,053
 
  11          17,103         7,433     7,433      44,053      6,964     6,964      44,053
  12          17,959         7,260     7,260      44,053      6,602     6,602      44,053
  13          18,856         7,090     7,090      44,053      6,199     6,199      44,053
  14          19,799         6,924     6,924      44,053      5,749     5,749      44,053
  15          20,789         6,760     6,760      44,053      5,242     5,242      44,053
 
  16          21,829         6,600     6,600      44,053      4,667     4,667      44,053
  17          22,920         6,443     6,443      44,053      4,007     4,007      44,053
  18          24,066         6,289     6,289      44,053      3,239     3,239      44,053
  19          25,270         6,138     6,138      44,053      2,337     2,337      44,053
  20          26,533         5,990     5,990      44,053      1,268     1,268      44,053
  25          33,864         5,291     5,291      44,053          0         0           0
  35          55,160         4,082     4,082      44,053          0         0           0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  0% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 0%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       39
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 65 MALE \ 65 FEMALE
                          INITIAL FACE AMOUNT: $27,778
 
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12% (11.40% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500        10,928      9,932      27,778    10,928      9,932      27,778
   2          11,025        11,930     10,942      27,778    11,930     10,942      27,778
   3          11,576        13,014     12,037      27,778    13,013     12,036      27,778
   4          12,155        14,199     13,386      27,778    14,184     13,372      27,778
   5          12,763        15,495     14,071      27,778    15,453     14,660      27,778
 
   6          13,401        16,912     16,343      27,778    16,829     16,261      27,778
   7          14,071        18,461     17,923      27,778    18,325     17,788      27,778
   8          14,775        20,165     19,855      27,778    19,957     19,658      27,778
   9          15,513        22,009     21,754      27,778    21,745     21,491      27,778
  10          16,289        24,035     24,035      27,778    23,714     23,714      27,778
 
  11          17,103        26,384     28,384      28,495    26,006     26,006      28,087
  12          17,959        28,964     28,964      30,992    28,549     28,549      30,548
  13          18,856        31,800     31,800      34,027    31,331     31,331      33,525
  14          19,799        34,917     34,917      37,013    34,386     34,386      36,450
  15          20,789        38,343     38,343      40,644    37,726     37,726      39,991
 
  16          21,829        42,108     42,108      44,214    41,397     41,397      43,468
  17          22,920        46,246     46,246      48,559    45,407     45,407      47,678
  18          24,066        50,794     50,794      53,334    49,783     49,783      52,273
  19          25,270        55,825     55,825      58,617    54,550     54,550      57,278
  20          26,533        61,355     61,355      64,423    59,771     59,771      62,760
  25          33,864        98,388     98,388     103,308    93,315     93,315      97,981
  35          55,160       253,006    253,006     255,537   225,844    225,844     228,102
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT AVERAGE  12%  OVER  A PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN APPLICABLE TO  THE CONTRACT AVERAGED 12%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       40
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 65 MALE \ 65 FEMALE
                          INITIAL FACE AMOUNT: $27,778
 
     ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6% (5.40% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500        10,339      9,357     27,778     10,339      9,357     27,778
   2          11,025        10,675      9,712     27,778     10,675      9,712     27,778
   3          11,576        11,014     10,071     27,778     11,005     10,062     27,778
   4          12,155        11,365     10,594     27,778     11,325     10,556     27,778
   5          12,763        11,728     10,981     27,778     11,634     10,889     27,778
 
   6          13,401        12,103     11,582     27,778     11,926     11,407     27,778
   7          14,071        12,492     11,998     27,778     12,197     11,705     27,778
   8          14,775        12,894     12,629     27,778     12,437     12,175     27,778
   9          15,513        13,309     13,076     27,778     12,640     12,408     27,778
  10          16,289        13,740     13,740     27,778     12,793     12,793     27,778
 
  11          17,103        14,256     14,256     27,778     12,939     12,939     27,778
  12          17,959        14,793     14,793     27,778     13,016     13,016     27,778
  13          18,856        15,351     15,351     27,778     13,010     13,010     27,778
  14          19,799        15,932     15,932     27,778     12,906     12,906     27,778
  15          20,789        16,536     16,536     27,778     12,682     12,682     27,778
 
  16          21,829        17,164     17,164     27,778     12,308     12,308     27,778
  17          22,920        17,817     17,817     27,778     11,743     11,743     27,778
  18          24,066        18,496     18,496     27,778     10,931     10,931     27,778
  19          25,270        10,202     19,202     27,778      9,798      9,798     27,778
  20          26,533        19,936     19,936     27,778      8,247      8,247     27,778
  25          33,864        24,069     24,096     27,778          0          0          0
  35          55,160        35,205     35,205     35,558          0          0          0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  6% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 6%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       41
<PAGE>
                         ITT HARTFORD LIFE AND ANNUITY
                               INSURANCE COMPANY
                            MODIFIED SINGLE PREMIUM
                            VARIABLE LIFE INSURANCE
 
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                        ISSUE AGES: 65 MALE \ 65 FEMALE
                          INITIAL FACE AMOUNT: $27,778
 
    ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0% (-0.60% NET)
 
<TABLE>
<CAPTION>
                                 CURRENT CHARGES*               GUARANTEED CHARGES**
            PREMIUMS      -------------------------------  -------------------------------
END OF    ACCUMULATED                  CASH                             CASH
CONTRACT AT 5% INTEREST    ACCOUNT   SURRENDER    DEATH     ACCOUNT   SURRENDER    DEATH
 YEAR       PER YEAR        VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
- ------   --------------   ---------  ---------  ---------  ---------  ---------  ---------
<S>      <C>              <C>        <C>        <C>        <C>        <C>        <C>
   1          10,500         9,750     8,781      27,778      9,750     8,781      27,778
   2          11,025         9,489     8,549      27,778      9,489     8,549      27,778
   3          11,576         9,230     8,318      27,778      9,213     8,302      27,778
   4          12,155         8,977     8,242      27,778      8,919     8,184      27,778
   5          12,763         8,830     8,021      27,778      8,599     7,892      27,778
 
   6          13,401         8,489     8,004      27,778      8,251     7,768      27,778
   7          14,071         8,254     7,792      27,778      7,865     7,406      27,778
   8          14,775         8,025     7,785      27,778      7,430     7,193      27,778
   9          15,513         7,801     7,582      27,778      6,933     6,716      27,778
  10          16,289         7,583     7,583      27,778      6,359     6,359      27,778
 
  11          17,103         7,407     7,407      27,778      5,712     5,712      27,778
  12          17,959         7,234     7,234      27,778      4,946     4,946      27,778
  13          18,856         7,065     7,065      27,778      4,038     4,038      27,778
  14          19,799         6,899     6,899      27,778      2,959     2,959      27,778
  15          20,789         6,736     6,736      27,778      1,672     1,672      27,778
 
  16          21,829         6,576     6,576      27,778        125       125      27,778
  17          22,920         6,419     6,419      27,778          0         0           0
  18          24,066         6,266     6,266      27,778          0         0           0
  19          25,270         6,115     6,115      27,778          0         0           0
  20          26,533         5,968     5,968      27,778          0         0           0
  25          33,864         5,271     5,271      27,778          0         0           0
  35          55,160         4,066     4,066      27,778          0         0           0
</TABLE>
 
  * THESE  VALUES  REFLECT INVESTMENT  RESULTS USING  CURRENT COST  OF INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
 ** THESE VALUES REFLECT INVESTMENT RESULTS  USING GUARANTEED COST OF  INSURANCE
    RATES, ADMINISTRATIVE FEES, AND MORTALITY AND EXPENSE RISK RATES.
 
    THE  HYPOTHETICAL  INVESTMENT  RESULTS  SHOWN ABOVE  AND  ELSEWHERE  IN THIS
PROSPECTUS ARE ILLUSTRATIVE ONLY  AND SHOULD NOT BE  DEEMED A REPRESENTATION  OF
PAST OR FUTURE INVESTMENT RESULTS. ACTUAL INVESTMENT RESULTS MAY BE MORE OR LESS
THAN  THOSE SHOWN. THE DEATH BENEFIT, ACCOUNT VALUE AND CASH SURRENDER VALUE FOR
A CONTRACT  WOULD BE  DIFFERENT FROM  THOSE SHOWN  IF ACTUAL  INVESTMENT  RETURN
APPLICABLE  TO  THE  CONTRACT  AVERAGE  0% OVER  A  PERIOD  OF  YEARS,  BUT ALSO
FLUCTUATED ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL CONTRACT YEARS. THE  DEATH
BENEFIT,  ACCOUNT VALUE AND  CASH SURRENDER VALUE  FOR A CONTRACT  WOULD ALSO BE
DIFFERENT FROM THOSE SHOWN, DEPENDING ON THE INVESTMENT ALLOCATIONS MADE TO  THE
SEPARATE  ACCOUNTS AND THE RATES OF RETURN OF THE SEPARATE ACCOUNT IF THE ACTUAL
RATES OF INVESTMENT RETURN  APPLICABLE TO THE CONTRACT  AVERAGED 0%, BUT  VARIED
ABOVE  OR BELOW THAT AVERAGE FOR THE  SEPARATE ACCOUNT. NO REPRESENTATION CAN BE
MADE THAT THIS HYPOTHETICAL RATE OF RETURN  CAN BE ACHIEVED FOR ANY ONE YEAR  OR
SUSTAINED OVER ANY PERIOD OF TIME.
 
                                       42
 
<PAGE>
 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
TO ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
SEPARATE ACCOUNT FIVE AND TO THE
 OWNERS OF UNITS OF INTEREST THEREIN:
 
 We  have  audited the  accompanying statement  of assets  & liabilities  of ITT
 Hartford Life & Annuity Insurance  Company Separate Account Five (the  Account)
 as of December 31, 1995, and the related statement of operations and changes in
 net  assets for the  period from inception,  January 10, 1995,  to December 31,
 1995. These  financial  statements  are the  responsibility  of  the  Account's
 management.  Our responsibility  is to  express an  opinion on  these financial
 statements based on our audit.
 
 We  conducted  our  audit  in  accordance  with  generally  accepted   auditing
 standards. Those standards require that we plan and perform the audit to obtain
 reasonable  assurance  about  whether  the  financial  statements  are  free of
 material misstatement. An audit includes  examining, on a test basis,  evidence
 supporting  the amounts and  disclosures in the  financial statements. An audit
 also  includes  assessing  the  accounting  principles  used  and   significant
 estimates  made  by management,  as well  as  evaluating the  overall financial
 statement presentation. We believe that  our audit provides a reasonable  basis
 for our opinion.
 
 In  our opinion, the financial statements  referred to above present fairly, in
 all material respects, the  financial position of ITT  Hartford Life &  Annuity
 Insurance Company Separate Account Five as of December 31, 1995, the results of
 its operations and changes in net assets for the period from inception, January
 10,  1995,  to  December  31,  1995,  in  conformity  with  generally  accepted
 accounting principles.
 
 Hartford, Connecticut
 February 19, 1996                                           Arthur Andersen LLP
 


<PAGE>
 Separate Account Five
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF ASSETS & LIABILITIES
 DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                           MONEY
                            BOND FUND     STOCK FUND    MARKET FUND
                           SUB-ACCOUNT    SUB-ACCOUNT   SUB-ACCOUNT
                           ------------   -----------   -----------
<S>                        <C>            <C>           <C>
ASSETS:
Investments:
  Hartford Bond Fund,
   Inc.
Shares                                                                    297,873
Cost                                                                   $  299,247
    Market Value.........   $  306,291        --            --
  Hartford Stock Fund,
   Inc.
Shares                                                                  1,089,818
Cost                                                                   $3,622,270
    Market Value.........      --         $3,843,808        --
  HVA Money Market Fund,
   Inc.
Shares                                                                  4,656,679
Cost                                                                   $4,656,679
    Market Value.........      --             --        $4,656,679
  Hartford Advisers Fund,
   Inc.
Shares                                                                  2,043,905
Cost                                                                   $3,812,050
    Market Value.........      --             --            --
  Hartford Capital
   Appreciation Fund,
   Inc.
Shares                                                                  2,152,670
Cost                                                                   $7,296,846
    Market Value.........      --             --            --
  Hartford Mortgage
   Securities Fund, Inc.
Shares                                                                    149,157
Cost                                                                   $  156,876
    Market Value.........      --             --            --
  Hartford Index Fund,
   Inc.
Shares                                                                    317,288
Cost                                                                   $  605,533
    Market Value.........      --             --            --
  Hartford International
   Opportunities Fund,
   Inc.
Shares                                                                  1,017,908
Cost                                                                   $1,269,495
    Market Value.........      --             --            --
  Hartford Dividend and
   Growth Fund, Inc.
Shares                                                                  1,334,838
Cost                                                                   $1,614,808
    Market Value.........      --             --            --
  Hartford International
   Advisers Fund, Inc.
Shares                                                                    142,134
Cost                                                                   $  152,699
    Market Value.........      --             --            --
  Due from ITT Hartford
   Life and Annuity
   Insurance Company.....      --              7,510        --
  Receivable from fund
   shares sold...........       11,802        --            22,832
                           ------------   -----------   -----------
  Total Assets...........      318,093     3,851,318     4,679,511
                           ------------   -----------   -----------
LIABILITIES:
  Due to ITT Hartford
   Life and Annuity
   Insurance Company.....       11,802        --            22,642
  Payable for fund shares
   purchased.............      --              7,507        --
                           ------------   -----------   -----------
  Total Liabilities......       11,802         7,507        22,642
                           ------------   -----------   -----------
  Net Assets (variable
   life contract
   liabilities)..........   $  306,291    $3,843,811    $4,656,869
                           ------------   -----------   -----------
                           ------------   -----------   -----------
  Units Outstanding......      258,698     2,896,535     4,409,389
  Accumulation Unit Value
   at end of period......   $ 1.183971    $ 1.327038    $ 1.056126
</TABLE>
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
 
<TABLE>
<CAPTION>
                                           CAPITAL          MORTGAGE                   INTERNATIONAL      DIVIDEND
                            ADVISERS    APPRECIATION       SECURITIES                  OPPORTUNITIES         AND       INTERNATIONAL
                              FUND          FUND              FUND        INDEX FUND        FUND         GROWTH FUND   ADVISERS FUND
                           SUB-ACCOUNT   SUB-ACCOUNT      SUB-ACCOUNT     SUB-ACCOUNT   SUB-ACCOUNT      SUB-ACCOUNT    SUB-ACCOUNT
                           ----------  ---------------   --------------   ----------  ----------------   -----------   -------------
<S>                        <C>         <C>               <C>              <C>         <C>                <C>           <C>
ASSETS:
Investments:
  Hartford Bond Fund,
   Inc.
Shares                                                                       297,873
Cost                                                                      $  299,247
    Market Value.........     --            --                --                --            --                --             --
  Hartford Stock Fund,
   Inc.
Shares                                                                     1,089,818
Cost                                                                      $3,622,270
    Market Value.........     --            --                --                --            --                --             --
  HVA Money Market Fund,
   Inc.
Shares                                                                     4,656,679
Cost                                                                      $4,656,679
    Market Value.........     --            --                --                --            --                --             --
  Hartford Advisers Fund,
   Inc.
Shares                                                                     2,043,905
Cost                                                                      $3,812,050
    Market Value.........  $4,002,864       --                --                --            --                --             --
  Hartford Capital
   Appreciation Fund,
   Inc.
Shares                                                                     2,152,670
Cost                                                                      $7,296,846
    Market Value.........     --         $7,512,087           --                --            --                --             --
  Hartford Mortgage
   Securities Fund, Inc.
Shares                                                                       149,157
Cost                                                                      $  156,876
    Market Value.........     --            --             $  159,788           --            --                --             --
  Hartford Index Fund,
   Inc.
Shares                                                                       317,288
Cost                                                                      $  605,533
    Market Value.........     --            --                --          $  643,434          --                --             --
  Hartford International
   Opportunities Fund,
   Inc.
Shares                                                                     1,017,908
Cost                                                                      $1,269,495
    Market Value.........     --            --                --                --        $1,329,072            --             --
  Hartford Dividend and
   Growth Fund, Inc.
Shares                                                                     1,334,838
Cost                                                                      $1,614,808
    Market Value.........     --            --                --                --            --            $1,758,008         --
  Hartford International
   Advisers Fund, Inc.
Shares                                                                       142,134
Cost                                                                      $  152,699
    Market Value.........     --            --                --                --            --                --        $   17,633
  Due from ITT Hartford
   Life and Annuity
   Insurance Company.....     --            281,988           --                --             9,735            --             --
  Receivable from fund
   shares sold...........         257       --                  9,602          6,114          --                11,040         9,012
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
  Total Assets...........   4,003,121     7,794,075           169,390        649,548       1,338,807         1,769,048       166,645
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
LIABILITIES:
  Due to ITT Hartford
   Life and Annuity
   Insurance Company.....         260       --                  9,602          6,116        --                  11,048         9,012
  Payable for fund shares
   purchased.............     --            282,417           --             --                9,736          --             --
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
  Total Liabilities......         260       282,417             9,602          6,116           9,736            11,048         9,012
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
  Net Assets (variable
   life contract
   liabilities)..........  $4,002,861    $7,511,658        $  159,788     $  643,432      $1,329,071        $1,758,000    $  157,633
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
                           ----------  ---------------   --------------   ------------  ----------------   -----------   -----------
  Units Outstanding......   3,138,857     5,787,226           137,471        473,089       1,145,162         1,296,244       136,077
  Accumulation Unit Value
   at end of period......  $ 1.275261    $ 1.297972        $ 1.162324     $ 1.360070      $ 1.160597        $ 1.356226    $ 1.158392
</TABLE>
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
 SEPARATE ACCOUNT FIVE
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF OPERATIONS
 FROM INCEPTION, JANUARY 10, 1995, TO DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                      MONEY
                                          STOCK      MARKET
                           BOND FUND      FUND        FUND
                           SUB-ACCOUNT  SUB-ACCOUNT SUB-ACCOUNT
                           ----------   ---------   ---------
<S>                        <C>          <C>         <C>
INVESTMENT INCOME:
  Dividends..............    $ 5,592    $ 24,153     $74,755
                           ----------   ---------   ---------
    Net investment income
     (loss)..............      5,592      24,153      74,755
                           ----------   ---------   ---------
  Capital gains income...     --             403       --
                           ----------   ---------   ---------
NET REALIZED AND
  UNREALIZED GAIN (LOSS)
  ON INVESTMENTS:
  Net realized gain
   (loss) on security
   transactions..........        275         (94)      --
  Net unrealized
   appreciation
   (depreciation) of
   investments during the
   period................      7,044     221,539       --
                           ----------   ---------   ---------
    Net gains (losses) on
     investments.........      7,319     221,445       --
                           ----------   ---------   ---------
  Net increase (decrease)
   in net assets
   resulting from
   operations............    $12,911    $246,001     $74,755
                           ----------   ---------   ---------
                           ----------   ---------   ---------
</TABLE>
 
* From inception, March 1, 1995, to December 31, 1995.
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
 
<TABLE>
<CAPTION>
                                                                                                   DIVIDEND
                                          CAPITAL        MORTGAGE                INTERNATIONAL       AND       INTERNATIONAL
                           ADVISERS     APPRECIATION    SECURITIES     INDEX     OPPORTUNITIES      GROWTH       ADVISERS
                             FUND           FUND           FUND         FUND          FUND           FUND          FUND
                           SUB-ACCOUNT  SUB-ACCOUNT     SUB-ACCOUNT   SUB-ACCOUNT  SUB-ACCOUNT    SUB-ACCOUNT  SUB-ACCOUNT*
                           ---------   --------------   -----------   --------   --------------   ----------   ------------
<S>                        <C>         <C>              <C>           <C>        <C>              <C>          <C>
INVESTMENT INCOME:
  Dividends..............  $ 40,874       $ 17,693        $4,015      $ 4,467       $ 4,790        $ 13,879       $3,923
                           ---------   --------------   -----------   --------      -------       ----------      ------
    Net investment income
     (loss)..............    40,874         17,693         4,015        4,467         4,790          13,879        3,923
                           ---------   --------------   -----------   --------      -------       ----------      ------
  Capital gains income...       120            541         --               4            92          --           --
                           ---------   --------------   -----------   --------      -------       ----------      ------
NET REALIZED AND
 UNREALIZED GAIN (LOSS)
 ON INVESTMENTS:
  Net realized gain
   (loss) on security
   transactions..........      (649)         1,253           105          (49)           20             425          301
  Net unrealized
   appreciation
   (depreciation) of
   investments during the
   period................   190,815        215,241         2,911       37,902        59,577         143,200        4,932
                           ---------   --------------   -----------   --------      -------       ----------      ------
    Net gains (losses) on
     investments.........   190,166        216,494         3,016       37,853        59,597         143,625        5,233
                           ---------   --------------   -----------   --------      -------       ----------      ------
  Net increase (decrease)
   in net assets
   resulting from
   operations............  $231,160       $234,728        $7,031      $42,324       $64,479        $157,504       $9,156
                           ---------   --------------   -----------   --------      -------       ----------      ------
                           ---------   --------------   -----------   --------      -------       ----------      ------
</TABLE>
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
 Separate Account Five
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
STATEMENT OF CHANGES IN NET ASSETS
 FROM INCEPTION JANUARY 10, 1995 TO DECEMBER 31, 1995
 
<TABLE>
<CAPTION>
                                                              MONEY
                            BOND FUND      STOCK FUND      MARKET FUND
                           SUB-ACCOUNT     SUB-ACCOUNT     SUB-ACCOUNT
                           ------------   -------------   -------------
<S>                        <C>            <C>             <C>
OPERATIONS:
  Net investment income
   (loss)................  $      5,592   $      24,153   $      74,755
  Capital gains income...       --                  403        --
  Net realized gain
   (loss) on security
   transactions..........           275             (94)       --
  Net unrealized
   appreciation
   (depreciation) of
   investments during the
   period................         7,044         221,539        --
                           ------------   -------------   -------------
  Net increase (decrease)
   in net assets
   resulting from
   operations............        12,911         246,001          74,755
                           ------------   -------------   -------------
UNIT TRANSACTIONS:
  Purchases..............       --             --            23,888,562
  Net transfers..........       306,533       3,642,384     (18,864,634)
  Surrenders.............       (12,757)        (33,294)        (48,453)
  Net loan withdrawals...       --               (5,495)       (372,799)
  Cost of insurance and
   other fees............          (396)         (5,785)        (20,562)
                           ------------   -------------   -------------
  Net increase (decrease)
   in net assets
   resulting from unit
   transactions..........       293,380       3,597,810       4,582,114
                           ------------   -------------   -------------
  Total increase
   (decrease) in net
   assets................       306,291       3,843,811       4,656,869
NET ASSETS:
  Beginning of period....       --             --              --
                           ------------   -------------   -------------
  End of period..........  $    306,291   $   3,843,811   $   4,656,869
                           ------------   -------------   -------------
                           ------------   -------------   -------------
</TABLE>
 
* From inception, March 1, 1995, to December 31, 1995.
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
<TABLE>
<CAPTION>
                                              CAPITAL          MORTGAGE                      INTERNATIONAL     DIVIDEND AND
                          ADVISERS FUND  APPRECIATION FUND  SECURITIES FUND   INDEX FUND   OPPORTUNITIES FUND  GROWTH FUND
                           SUB-ACCOUNT      SUB-ACCOUNT       SUB-ACCOUNT    SUB-ACCOUNT      SUB-ACCOUNT      SUB-ACCOUNT
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
<S>                       <C>            <C>                <C>              <C>           <C>                 <C>
OPERATIONS:
  Net investment income
   (loss)................ $      40,874    $     17,693       $     4,015    $      4,467     $      4,790     $     13,879
  Capital gains income...           120             541          --                     4               92          --
  Net realized gain
   (loss) on security
   transactions..........          (649)          1,253               105             (49)              20              425
  Net unrealized
   appreciation
   (depreciation) of
   investments during the
   period................       190,815         215,241             2,911          37,902           59,577          143,200
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
  Net increase (decrease)
   in net assets
   resulting from
   operations............       231,160         234,728             7,031          42,324           64,479          157,504
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
UNIT TRANSACTIONS:
  Purchases..............      --              --                --               --             --                 --
  Net transfers..........     3,814,765       7,349,141           165,306         617,882        1,282,924        1,624,852
  Surrenders.............       (36,276)        (45,663)          (12,284)        (15,806)         (16,386)         (21,482)
  Net loan withdrawals...      --               (16,773)         --                   (36)       --                     (36)
  Cost of insurance and
   other fees............        (6,788)         (9,775)             (265)           (932)          (1,946)          (2,838)
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
  Net increase (decrease)
   in net assets
   resulting from unit
   transactions..........     3,771,701       7,276,930           152,757         601,108        1,264,592        1,600,496
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
  Total increase
   (decrease) in net
   assets................     4,002,861       7,511,658           159,788         643,432        1,329,071        1,758,000
NET ASSETS:
  Beginning of period....      --              --                --               --             --                 --
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
  End of period.......... $   4,002,861    $  7,511,658       $   159,788    $    643,432     $  1,329,071     $  1,758,000
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
                          -------------  -----------------  ---------------  ------------  ------------------  ------------
 
<CAPTION>
                           INTERNATIONAL
                            ADVISERS
                              FUND
                           SUB-ACCOUNT*
                           -----------
<S>                       <C>
OPERATIONS:
  Net investment income
   (loss)................   $  3,923
  Capital gains income...     --
  Net realized gain
   (loss) on security
   transactions..........        301
  Net unrealized
   appreciation
   (depreciation) of
   investments during the
   period................      4,932
                           -----------
  Net increase (decrease)
   in net assets
   resulting from
   operations............      9,156
                           -----------
UNIT TRANSACTIONS:
  Purchases..............     --
  Net transfers..........    160,888
  Surrenders.............    (12,083)
  Net loan withdrawals...        (34)
  Cost of insurance and
   other fees............       (294)
                           -----------
  Net increase (decrease)
   in net assets
   resulting from unit
   transactions..........    148,477
                           -----------
  Total increase
   (decrease) in net
   assets................    157,633
NET ASSETS:
  Beginning of period....     --
                           -----------
  End of period..........   $157,633
                           -----------
                           -----------
</TABLE>
 
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
<PAGE>
 SEPARATE ACCOUNT FIVE
ITT HARTFORD LIFE & ANNUITY INSURANCE COMPANY
NOTES TO FINANCIAL STATEMENTS
 DECEMBER 31, 1995
 
 1.  ORGANIZATION:
 
    Separate  Account Five (the Account) is a separate investment account within
    ITT  Hartford  Life  &  Annuity  Insurance  Company  (the  Company)  and  is
    registered  with  the Securities  and Exchange  Commission  (SEC) as  a unit
    investment trust under the Investment Company Act of 1940, as amended.  Both
    the Company and the Account are subject to supervision and regulation by the
    Department of Insurance of the State of Connecticut and the SEC. The Account
    invests  deposits by variable life contractholders of the Company in various
    mutual funds (the  Funds) as  directed by the  contractholders. The  Account
    commenced operations on January 10, 1995.
 
 2.  SIGNIFICANT ACCOUNTING POLICIES:
 
    The  following  is  a  summary of  significant  accounting  policies  of the
    Account,  which  are  in  accordance  with  generally  accepted   accounting
    principles in the investment company industry:
 
    a)  SECURITY TRANSACTIONS--Security  transactions are recorded  on the trade
       date (date the  order to buy  or sell is  executed). Cost of  investments
       sold  is determined on the basis of identified cost. Dividend and capital
       gains income are accrued as of the ex-dividend date. Capital gains income
       represents dividends from  the Funds which  are characterized as  capital
       gains under tax regulations.
 
    b) SECURITY VALUATION--The investment in shares of the Hartford mutual funds
       are  valued at the closing net asset value per share as determined by the
       appropriate Fund as of December 31, 1995.
 
    c) FEDERAL INCOME TAXES--The operations of  the Account form a part of,  and
       are taxed with, the total operations of the Company, which is taxed as an
       insurance  company under the Internal Revenue Code. Under current law, no
       federal income taxes are  payable with respect to  the operations of  the
       Account.
 
    d)  USE OF ESTIMATES--The preparation  of financial statements in conformity
       with generally accepted accounting principles requires management to make
       estimates and assumptions that affect the reported amounts of assets  and
       liabilities  as of the date of  the financial statements and the reported
       amounts of income and  expenses during the  period. Operating results  in
       the  future  could  vary  from  the  amounts  derived  from  management's
       estimates.
 
 3.  ADMINISTRATION OF THE ACCOUNT AND RELATED CHARGES:
 
    In accordance with the terms of the contracts, the Company makes  deductions
    for  mortality and  expense undertakings, cost  of insurance, administrative
    fees,  and  state  premium  taxes.   These  charges  are  deducted   through
    termination of units of interest from applicable contract owners' accounts.
<PAGE>

                          ARTHUR ANDERSEN LLP


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

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

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

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

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

<PAGE>

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

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

                                                /s/ Arthur Andersen LLP

Hartford, Connecticut
January 24, 1996



<PAGE>

                          ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                                   STATUTORY STATEMENTS OF INCOME

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

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

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

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

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

</TABLE>




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

                 ITT HARTFORD LIFE AND ANNUITY INSURANCE COMPANY
                            STATUTORY BALANCE SHEETS

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

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

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

CAPITAL AND SURPLUS

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

</TABLE>



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

<PAGE>

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

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

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

</TABLE>


                           The accompanying notes are an integral part of
                                      these financial statements

<PAGE>

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

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

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

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

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

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

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

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

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

</TABLE>


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

<PAGE>


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

1.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

ORGANIZATION

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

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

BASIS OF PRESENTATION

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

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

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

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

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

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

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

                                         -1-

<PAGE>

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

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

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

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

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

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

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

<TABLE>
<CAPTION>

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

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


</TABLE>

                                         -2-
<PAGE>

<TABLE>
<CAPTION>

                                   1995           1994           1993

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

</TABLE>

AGGREGATE RESERVES AND LIABILITIES FOR PREMIUM AND OTHER DEPOSIT FUNDS

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

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

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

INVESTMENTS

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

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

                                         -3-

<PAGE>

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

OTHER LIABILITIES

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


2. INVESTMENTS:

  (a) COMPONENTS OF NET INVESTMENT INCOME

<TABLE>
<CAPTION>

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

</TABLE>

  (b) UNREALIZED GAINS (LOSSES) ON COMMON STOCKS

<TABLE>
<CAPTION>

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

</TABLE>

  (c) UNREALIZED GAINS (LOSSES) ON BONDS AND SHORT-TERM INVESTMENTS

<TABLE>
<CAPTION>



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

</TABLE>

                                         -4-

<PAGE>

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

<TABLE>
<CAPTION>

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

</TABLE>

(e)  OFF-BALANCE SHEET INVESTMENTS

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

(f) CONCENTRATION OF CREDIT RISK

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

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

<TABLE>
<CAPTION>

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

</TABLE>

                                         -5-

<PAGE>

<TABLE>
<CAPTION>

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

</TABLE>

<TABLE>
<CAPTION>

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

</TABLE>

<TABLE>
<CAPTION>

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


</TABLE>

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

                                         -6-
<PAGE>

<TABLE>
<CAPTION>

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

</TABLE>

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


<TABLE>
<CAPTION>

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

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

Liabilities
     Liabilities on investment contracts    1,031       981       534     526

</TABLE>

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

3. RELATED PARTY TRANSACTIONS:

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

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

For additional information, see Note 5.
    
4. FEDERAL INCOME TAXES: 

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


                                         -7-

<PAGE>


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

<TABLE>
<CAPTION>

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

</TABLE>

5. CAPITAL AND SURPLUS AND SHAREHOLDER DIVIDEND RESTRICTIONS:

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

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

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

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

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

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

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

                                         -8-

<PAGE>


7. REINSURANCE:

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

Life insurance net retained premiums were comprised of the following:


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

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

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

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

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

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

8. SEPARATE ACCOUNTS:

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


                                         -9-

<PAGE>


9. COMMITMENTS AND CONTINGENCIES:

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

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


                                         -10-


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