SEPARATE ACCOUNT FIVE OF HARTFORD LIFE INSURANCE CO
497, 1999-05-05
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<PAGE>
HARTFORD LIFE INSURANCE COMPANY
PUTNAM CAPITAL MANAGER VARIABLE LIFE
MODIFIED SINGLE PREMIUM
VARIABLE LIFE INSURANCE POLICIES
 
P.O. Box 2999
Hartford, Connecticut 06104-2999
Telephone: 1-800-231-5453
 
- --------------------------------------------------------------------------------
 
This Prospectus describes information you should know before you purchase Putnam
Capital Manager Variable Life. Please read it carefully.
 
Putnam Capital Manager Variable Life is a modified single premium variable life
insurance policy. It is:
 
X Modified single premium, because you make one single premium payment, and
  under certain limited circumstances, you may make additional premium payments.
 
X Variable, because the value of your life insurance policy will fluctuate with
  the performance of the underlying funds.
 
At purchase, you allocate your payments to "Sub-Accounts" or subdivisions of our
Separate Account, an account that keeps your life insurance policy assets
separate from our company assets. These Sub-Accounts then purchase shares of
mutual funds set up exclusively for variable annuity or variable life insurance
products. These funds are not the same mutual funds that you buy through your
stockbroker or through a retail mutual fund. They may have similar investment
strategies and the same portfolio managers as retail mutual funds. This life
insurance policy offers you funds with investment strategies ranging from
conservative to aggressive and you may pick those funds that meet your
investment style.
 
The following Sub-Accounts are available under the Policy:
 
- - Putnam Asia Pacific Growth Sub-Account which purchases Class IA shares of
  Putnam VT Asia Pacific Growth Fund of Putnam Variable Trust
 
- - Putnam Diversified Income Sub-Account which purchases Class IA shares of
  Putnam VT Diversified Income Fund of Putnam Variable Trust
 
- - Putnam The George Putnam Fund of Boston Sub-Account which purchases Class IA
  shares of Putnam VT The George Putnam Fund of Boston of Putnam Variable Trust
 
- - Putnam Global Asset Allocation Sub-Account which purchases Class IA shares of
  Putnam VT Global Asset Allocation Fund of Putnam Variable Trust
 
- - Putnam Global Growth Sub-Account which purchases Class IA shares of Putnam VT
  Global Growth Fund of Putnam Variable Trust
 
- - Putnam Growth and Income Sub-Account which purchases Class IA shares of Putnam
  VT Growth and Income Fund of Putnam Variable Trust
 
- - Putnam Health Sciences Sub-Account which purchases Class IA shares of Putnam
  VT Health Sciences Fund of Putnam Variable Trust
 
- - Putnam High Yield Sub-Account which purchases Class IA shares of Putnam VT
  High Yield Fund of Putnam Variable Trust
 
- - Putnam Income Sub-Account (formerly Putnam U.S. Government and High Quality
  Bond Sub-Account) which purchases Class IA shares of Putnam VT Income Fund
  (formerly Putnam VT U.S. Government and High Quality Bond Fund) of Putnam
  Variable Trust
 
- - Putnam International Growth Sub-Account which purchases Class IA shares of
  Putnam VT International Growth Fund of Putnam Variable Trust
 
- - Putnam International Growth and Income Sub-Account which purchases Class IA
  shares of Putnam VT International Growth and Income Fund of Putnam Variable
  Trust
 
- - Putnam International New Opportunities Sub-Account which purchases Class IA
  shares of Putnam VT International New Opportunities Fund of Putnam Variable
  Trust
 
                            1     - PROSPECTUS
<PAGE>
- - Putnam Investors Sub-Account which purchases Class IA shares of Putnam VT
  Investors Fund of Putnam Variable Trust
 
- - Putnam Money Market Sub-Account which purchases Class IA shares of Putnam VT
  Money Market Fund of Putnam Variable Trust
 
- - Putnam New Opportunities Sub-Account which purchases Class IA shares of Putnam
  VT New Opportunities Fund of Putnam Variable Trust
 
- - Putnam New Value Sub-Account which purchases Class IA shares of Putnam VT New
  Value Fund of Putnam Variable Trust
 
- - Putnam OTC & Emerging Growth Sub-Account which purchases Class IA shares of
  Putnam VT OTC & Emerging Growth Fund of Putnam Variable Trust
 
- - Putnam VT Research Sub-Account which purchases Class IA shares of Putnam VT
  Research Fund of the Putnam Variable Trust
 
- - Putnam Utilities Growth and Income Sub-Account which purchases Class IA shares
  of Putnam VT Utilities Growth and Income Fund of Putnam Variable Trust
 
- - Putnam Vista Sub-Account which purchases Class IA shares of Putnam VT Vista
  Fund of Putnam Variable Trust
 
- - Putnam Voyager Sub-Account which purchases Class IA shares of Putnam VT
  Voyager Fund of Putnam Variable Trust
 
If you decide to buy this life insurance policy, you should keep this prospectus
for your records. Although we file the Prospectus with the Securities and
Exchange Commission, the Commission doesn't approve or disapprove these
securities or determine if the information is truthful or complete. Anyone who
represents that the Securities and Exchange Commission ("SEC") does these things
may be guilty of a criminal offense.
 
You can call us at 1-800-231-5453 to ask us questions, or to get a Statement of
Additional Information, free of charge. The Statement of Additional Information
contains more information about this life insurance policy and, like this
prospectus, is filed with the Securities and Exchange Commission.
 
We file other information with the Securities and Exchange Commission. You may
read and copy any document we file at the SEC's public reference room in
Washington, DC 20549-6009. Please call the SEC at 1-800-SEC-0330 for further
information. Our SEC filings, including this prospectus, are also available to
the public at the SEC's web site at http://www.sec.gov.
 
This life insurance policy IS NOT:
 
- - a bank deposit or obligation
 
- - federally insured
 
- - endorsed by any bank or governmental agency
 
- - available for sale in all states
 
Prospectus Dated: May 3, 1999
 
                            2     - PROSPECTUS
<PAGE>
TABLE OF CONTENTS
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<TABLE>
<CAPTION>
                                                                         Page
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 <S>                                                                     <C>
    Summary of Benefits and Risks                                          4
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    Fee Table                                                              5
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    About Us                                                               7
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       Hartford Life Insurance Company                                     7
 ----------------------------------------------------------------------------
       Separate Account Five                                               7
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       The Funds                                                           7
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    Charges and Deductions                                                 9
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    Your Policy                                                           11
 ----------------------------------------------------------------------------
    Premiums                                                              12
 ----------------------------------------------------------------------------
 
<CAPTION>
                                                                         Page
 <S>                                                                     <C>
 ----------------------------------------------------------------------------
 
    Death Benefits and Policy Values                                      14
 ----------------------------------------------------------------------------
    Making Withdrawals From Your Policy                                   15
 ----------------------------------------------------------------------------
    Loans                                                                 16
 ----------------------------------------------------------------------------
    Lapse and Reinstatement                                               17
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    Federal Tax Considerations                                            17
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    Legal Proceedings                                                     20
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    Other Matters                                                         20
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    Glossary of Special Terms                                             23
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    Appendix A: Special Information for Policies Purchased in New York    24
 ----------------------------------------------------------------------------
</TABLE>
 
                            3     - PROSPECTUS
<PAGE>
SUMMARY OF BENEFITS AND RISKS
      -------------------------------------------------------------------
 
BENEFITS OF YOUR POLICY
FLEXIBILITY -- The policy is designed to be flexible to meet your specific life
insurance needs. You have the flexibility to choose your premium payment,
settlement options and investment options.
 
RIGHT TO EXAMINE -- For a limited time, usually 10 days after you receive your
life insurance policy, you may cancel it without paying a surrender charge. A
longer period maybe provided in certain states.
 
CASH VALUES -- Your policy has a cash value. The value of your policy will
fluctuate with the performance of the underlying funds.
 
DEATH BENEFIT -- You designate a beneficiary who will receive the Death Benefit
if you die while the policy is in force. The policy pays a minimum Death
Benefit, called the "Face Amount." The actual Death Benefit may be larger than
the Face Amount if the underlying funds of the policy perform well.
 
INVESTMENT OPTIONS -- Your policy offers a choice of investment options. You may
transfer money among your investment options, subject to the restrictions
described in this prospectus and the funds' prospectuses.
 
SURRENDERS -- At any time, you may surrender all or part of your policy. Each
year you may surrender the greater of up to 10% of your premium payments or 100%
of your Account Value minus premiums paid without being charged a surrender
charge. (See "Risks of Your Policy" below.)
 
LOANS -- You can take a loan on the policy. Your policy provides for two types
of cash loans. Your policy secures the loans. Loans may not exceed 90% of the
policy's cash value.
 
SETTLEMENT OPTIONS -- You may choose to receive surrender or death benefit
proceeds over a period of time by using one of our settlement options.
 
WHAT DOES YOUR PREMIUM PAYMENT PAY FOR?
Your premium payment pays for insurance coverage, it acts as an investment in
the Sub-Accounts, and it pays for sales charges, premium taxes and
administrative fees.
 
RISKS OF YOUR POLICY
INVESTMENT PERFORMANCE -- The value of your policy will fluctuate with the
performance of its underlying funds. Your investment options may decline in
value, or they may not perform to your expectations. Your policy values in the
Sub-Accounts are not guaranteed.
 
UNSUITABLE FOR SHORT-TERM SAVINGS -- The policy is designed for long term
financial planning. You should not purchase the policy if you will need your
premium payment in a short time.
 
RISK OF LAPSE -- Your policy could terminate if the value of the policy becomes
so low that it cannot support the policy's monthly charges and fees. If this
occurs, we will notify you in writing. You will then have a 61-day grace period
to pay additional amounts to prevent the policy from terminating.
 
LOANS -- Taking a loan from your policy may increase the risk that your policy
will terminate, may have a permanent effect on the policy's Account Value, and
may reduce the death benefit proceeds.
 
SURRENDER AND PARTIAL SURRENDERS -- You may have to pay tax on the money you
take out and, if you take money out before you are 59 1/2 you may have to pay a
federal income tax penalty.
 
TRANSFER LIMITATIONS -- We reserve the right to limit the size of transfers and
to limit the number and frequency of transfers among your investment options.
 
ADVERSE TAX CONSEQUENCES -- Under current tax law, your Beneficiaries will
receive the Death Benefit free of federal income tax. However, you may be
required to pay federal income tax if you receive any loans, surrenders or other
amounts from the policy, and you may also be subject to a 10% federal income
penalty tax if you take money out prior to age 59 1/2.
 
                            4     - PROSPECTUS
<PAGE>
FEE TABLE
      -------------------------------------------------------------------
 
The following tables describes the MAXIMUM fees and expenses that you will pay
when buying, owning, and surrendering the policy. The first table describes the
maximum fees and expenses that you will pay at the time that you surrender the
policy.
 
SURRENDER FEES
 
<TABLE>
<CAPTION>
                                                                                        Policies from Which Charge is
       Charge            When Charge is Deducted              Amount Deducted                      Deducted
- ----------------------------------------------------------------------------------------------------------------------
<S>                   <C>                             <C>              <C>              <C>
 
Surrender Charges     When you fully or partially     A percentage of the amount        All, if the surrender is
                      surrender your policy.          surrendered, not to exceed the    subject to a charge.
                                                      premium payments, depending on
                                                      the Policy Year, in which the
                                                      premium payment was made.
                                                      The percentage is as follows:
                                                        Policy Year      Percentage
                                                      ---------------  ---------------
                                                             1               7.5%
                                                             2               7.5%
                                                             3               7.5%
                                                             4                 6%
                                                             5                 6%
                                                             6                 4%
                                                             7                 4%
                                                             8                 2%
                                                             9                 2%
                                                            10+                0%
- ----------------------------------------------------------------------------------------------------------------------
Unamortized Tax       Upon surrender or partial       A percentage of the Account                    All
Charge                surrender of the policy.        Value depending on the Policy
                                                      Year the surrender takes place.
                                                      The percentage is as follows:
                                                        Policy Year      Percentage
                                                      ---------------  ---------------
                                                             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>
 
                            5     - PROSPECTUS
<PAGE>
The next table describes the MAXIMUM fees and expenses that you will pay
periodically during the time that you own the policy, not including Fund fees
and expenses.
 
ANNUAL CHARGES OTHER THAN FUND OPERATING EXPENSES
 
<TABLE>
<CAPTION>
                                                                            Policies from Which Charge
     Charge         When Charge is Deducted          Amount Deducted               is Deducted
- ------------------------------------------------------------------------------------------------------
<S>               <C>                          <C>                          <C>
 
Cost of           Monthly.                     Individualized depending on             All
Insurance                                      age, sex and other factors.
Charges
- ------------------------------------------------------------------------------------------------------
Mortality and     Monthly.                     .90% (annualized) of                    All
Expense Risk                                   Sub-Account Value
Charge
- ------------------------------------------------------------------------------------------------------
Tax Expense       Monthly.                     .40% (annualized) of                    All
Charge                                         Account Value for Policy
                                               Years 1-10
- ------------------------------------------------------------------------------------------------------
Annual            On Policy Anniversary Date             $30.00             Only policies with an
Maintenance Fee   or upon surrender of the                                  Account Value of less than
                  policy.                                                   $50,000 on the Policy
                                                                            Anniversary Date or date
                                                                            of surrender.
- ------------------------------------------------------------------------------------------------------
Administrative    Monthly.                     .40% (annualized) of                    All
Charge                                         Sub-Account Value
</TABLE>
 
The next table describes the Fund fees and expenses that you will pay
periodically during the time that you own the policy. The table shows the
minimum and maximum fees and expenses charged by any of the Funds. More detail
concerning each Fund's fees and expenses is contained in the prospectus for each
Fund.
 
ANNUAL FUND OPERATING EXPENSES
 
<TABLE>
<CAPTION>
                                                     Amount Deducted        Policies from Which Charge
      Charge         When Charge is Deducted           (annualized)                is Deducted
- ------------------------------------------------------------------------------------------------------
<S>                 <C>                         <C>                         <C>
Management Fees     Daily net asset values of        0.450% - 1.200%        All policies, but
                    a Fund reflect Management                               deductions only from
                    Fees already deducted from                              underlying Funds selected
                    assets of the Fund.                                     by you.
- ------------------------------------------------------------------------------------------------------
Other Expenses      Daily net asset values of        0.040% - 0.480%        All policies, but
                    a Fund reflect Other                                    deductions only from
                    Expenses already deducted                               underlying Funds selected
                    from the assets of the                                  by you.
                    Fund.
- ------------------------------------------------------------------------------------------------------
Total Fund Annual   Daily net asset values of        0.500% - 1.620%        All policies, but
Expenses            a Fund reflect Total Fund                               deductions only from
                    Annual Operating Expenses                               underlying Funds selected
                    already deducted from                                   by you.
                    assets of the Fund.
</TABLE>
 
                            6     - PROSPECTUS
<PAGE>
ABOUT US
      -------------------------------------------------------------------
 
HARTFORD LIFE INSURANCE COMPANY
Hartford Life Insurance Company is a stock life insurance company engaged in the
business of writing life insurance, both individual and group, in all states of
the United States and the District of Columbia. We were originally incorporated
under the laws of Massachusetts on June 5, 1902, and subsequently redomiciled to
Connecticut. Our offices are located in Simsbury, Connecticut; however, our
mailing address is P.O. Box 2999, Hartford, CT 06104-2999. We are ultimately
controlled by The Hartford Financial Services Group, Inc., one of the largest
financial service providers in the United States.
 
                               HARTFORD'S RATINGS
 
<TABLE>
<CAPTION>
                                  Effective
Rating Agency                   Date of Rating Rating         Basis of Rating
<S>                             <C>            <C>      <C>
- ------------------------------------------------------------------------------------
A.M. Best and Company, Inc.          1/1/99       A+    Financial performance
- ------------------------------------------------------------------------------------
Standard & Poor's                    6/1/98      AA     Insurer financial strength
- ------------------------------------------------------------------------------------
Duff & Phelps                      12/21/98      AA+    Claims paying ability
- ------------------------------------------------------------------------------------
</TABLE>
 
SEPARATE ACCOUNT FIVE
The Sub-Accounts are subdivisions of our separate account, called Separate
Account Five. The Separate Account was established to keep your life insurance
policy assets separate from our company assets. The investment performance of
the Separate Account is independent from the investment performance of
Hartford's other assets. Hartford's other assets are utilized to pay our
insurance obligations under the policy. Your assets in the Separate Account are
held exclusively for your benefit and the benefit of other policy owners and may
not be used for any other liability of Hartford. Separate Account Five was
established on July 25, 1994 under the laws of Connecticut.
 
THE FUNDS
The Sub-Accounts purchase shares of Putnam Variable Trust, an open-end series
investment company with multiple portfolios ("Funds"). Putnam Investment
Management, Inc. ("Putnam Management") serves as the investment manager for the
Funds. Putnam Management is ultimately controlled by Marsh & McLennan Companies,
Inc., a publicly owned holding company whose principal businesses are
international insurance brokerage and employee benefit consulting.
 
We do not guarantee the investment results of any of the underlying Funds. Since
each underlying Fund has different investment objectives, each is subject to
different risks. These risks and the Funds' expenses are more fully described in
the accompanying prospectus for the Funds, and the Statement of Additional
Information, which may be ordered from us. The Funds' prospectus should be read
in conjunction with this Prospectus before investing.
 
The Funds may not be available in all states.
 
The investment goals of each of the Funds are as follows:
 
PUTNAM VT ASIA PACIFIC GROWTH FUND  Seeks capital appreciation by investing
primarily in securities of companies located in Asia and in the Pacific Basin.
The fund's investments will normally include common stocks, preferred stocks,
securities convertible into common stocks or preferred stocks, and warrants to
purchase common stocks or preferred stocks.
 
PUTNAM VT DIVERSIFIED INCOME FUND  Seeks high current income consistent with
capital preservation by investing in the following three sectors of the fixed
income securities markets: a U.S. Government and Investment Grade Sector, a High
Yield Sector (which invests primarily in securities commonly known as "junk
bonds"), and an International Sector. See the special considerations for
investments in high yield securities described in the Fund prospectus.
 
PUTNAM VT THE GEORGE PUTNAM FUND OF BOSTON Seeks to provide a balanced
investment composed of a well-diversified portfolio of stocks and bonds which
will produce both capital growth and current income.
 
PUTNAM VT GLOBAL ASSET ALLOCATION FUND  Seeks a high level of long-term total
return consistent with preservation of capital by investing in U.S. equities,
international equities, U.S. fixed income securities, and international fixed
income securities.
 
PUTNAM VT GLOBAL GROWTH FUND  Seeks capital appreciation through a globally
diversified portfolio of common stocks.
 
PUTNAM VT GROWTH AND INCOME FUND  Seeks capital growth and current income by
investing primarily in common stocks that offer potential for capital growth,
current income, or both.
 
PUTNAM VT HEALTH SCIENCES FUND  Seeks capital appreciation by investing
primarily in common stocks and other securities of companies in the health
sciences industries.
 
PUTNAM VT HIGH YIELD FUND  Seeks high current income and, when consistent with
this objective, a secondary objective of capital growth, by investing primarily
in high-yielding, lower-rated fixed income securities, constituting a portfolio
which Putnam Management believes does not involve undue risk to income or
principal. See the special considerations for investments in high yield
securities described in the Fund prospectus.
 
PUTNAM VT INCOME FUND (FORMERLY VT U.S. GOVERNMENT AND HIGH QUALITY BOND
FUND)  Seeks high current income consistent with what Putnam Management believes
to be prudent risk. The Fund will normally invest mostly in bonds and other debt
securities, and, to a lesser degree, in preferred stocks.
 
                            7     - PROSPECTUS
<PAGE>
PUTNAM VT INTERNATIONAL GROWTH FUND  Seeks capital appreciation by investing
primarily in equity securities of companies located in a country other than the
United States.
 
PUTNAM VT INTERNATIONAL GROWTH AND INCOME FUND Seeks capital growth, and a
secondary objective of high current income by investing primarily in common
stocks that Putnam Management believes offer potential for capital growth and
may, when consistent with its investment objectives, invest in common stocks
that Putnam Management believes offer potential for current income. Under normal
market conditions, the fund expects to invest substantially all of its assets in
securities principally traded on markets outside the United States.
 
PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND Seeks long term capital
appreciation by investing in companies that have above-average growth prospects
due to the fundamental growth of their market sector. Under normal market
conditions, the fund expects to invest substantially all of its total assets,
other than cash or short-term investments held pending investment, in common
stocks, preferred stocks, convertible preferred stocks, convertible bonds and
other equity securities principally traded in securities markets outside the
United States.
 
PUTNAM VT INVESTORS FUND  Seeks long-term growth of capital and any increased
income that results from this growth by investing primarily in common stocks
that Putnam Management believes afford the best opportunity for capital growth
over the long term.
 
PUTNAM VT MONEY MARKET FUND  Seeks as high a rate of current income as Putnam
Management believes is consistent with preservation of capital and maintenance
of liquidity by investing in high-quality money market instruments.
 
PUTNAM VT NEW OPPORTUNITIES FUND  Seeks long-term capital appreciation by
investing principally in common stocks of companies in sectors of the economy
which Putnam Management believes possess above-average long-term growth
potential.
 
PUTNAM VT NEW VALUE FUND  Seeks long-term capital appreciation by investing
primarily in common stocks that Putnam Management believes are undervalued at
the time of purchase and have the potential for long-term capital appreciation.
 
PUTNAM VT OTC & EMERGING GROWTH FUND  Seeks capital appreciation by investing
primarily in common stocks that Putnam Management believes have potential for
capital appreciation significantly greater than that of market averages.
 
PUTNAM VT RESEARCH FUND  Seeks capital appreciation. The fund is not intended to
be a complete investment program, and there is no assurance it will achieve its
objective.
 
PUTNAM VT UTILITIES GROWTH AND INCOME FUND  Seeks capital growth and current
income by concentrating its investments in debt and equity securities issued by
companies in the public utilities industries.
 
PUTNAM VT VISTA FUND  Seeks capital appreciation by investing in a diversified
portfolio of common stocks which Putnam Management believes have the potential
for above-average capital appreciation.
 
PUTNAM VT VOYAGER FUND  Seeks capital appreciation by investing primarily in
common stocks of companies that Putnam Management believes have potential for
capital appreciation that is significantly greater than that of market averages.
 
The Funds are generally managed in styles similar to other open-end investment
companies which are managed by Putnam Management and whose shares are generally
offered to the public. These other Putnam funds may, however, employ different
investment practices and may invest in securities different from those in which
their counterpart Funds invest, and consequently will not have identical
portfolios or experience identical investment results.
 
Subject to the general oversight of the Trustees of Putnam Variable Trust,
Putnam Management manages the Funds' portfolios in accordance with their stated
investment objectives and policies, makes investment decisions for the Funds,
places orders to purchase and sell securities on behalf of the Funds, and
administers the affairs of the Funds. For its services, the Funds pay Putnam
Management a quarterly fee. See the accompanying Funds prospectus for a more
complete description of Putnam Management and the respective fees of the Funds.
 
MIXED AND SHARED FUNDING -- Shares of the Funds may be sold to our other
separate accounts and our insurance company affiliates or other unaffiliated
insurance companies to serve as the underlying investment for both variable
annuity contracts and variable life insurance policies, a practice known as
"mixed and shared funding." As a result, there is a possibility that a material
conflict may arise between the interests of policy owners, owners of other
policies or owners of variable annuity contracts with values allocated to one or
more of these other separate accounts investing in any one of the Funds. In the
event of any such material conflicts, we will consider what action may be
appropriate, including removing the Fund from the Separate Account or replacing
the Fund with another underlying fund. There are certain risks associated with
mixed and shared funding, as disclosed in the Funds' prospectus.
 
VOTING RIGHTS -- We are the legal owners of all Fund shares held in the Separate
Account and we have the right to vote
 
                            8     - PROSPECTUS
<PAGE>
at the Fund's shareholder meetings. To the extent required by federal securities
laws or regulations, we will:
 
- - Notify you of any Fund shareholders' meeting if the shares held for your
  policy may be voted.
 
- - Send proxy materials and a form of instructions that you can use to tell us
  how to vote the Fund shares held for your policy.
 
- - Arrange for the handling and tallying of proxies received from policy owners.
  Vote all Fund shares attributable to your policy according to instructions
  received from you, and
 
- - Vote all Fund shares for which no voting instructions are received in the same
  proportion as shares for which instructions have been received.
 
If any federal securities laws or regulations, or their present interpretation,
change to permit us to vote Fund shares on our own, we may decide to do so. You
may attend any Shareholder Meeting at which shares held for your policy may be
voted. After we begin to make annuity payouts to you, the number of votes you
have will decrease.
 
CHARGES AND DEDUCTIONS
      -------------------------------------------------------------------
 
The deductions or charges associated with this policy are subtracted, depending
on the type of deduction or charge, from premium payments as they are made, upon
surrender or partial surrender of the policy, on the Policy Anniversary Date or
on a monthly pro rated basis from each Sub-Account ("Deduction Amount").
 
Deductions are taken from premium payments before allocations to the
Sub-Accounts are made.
 
Deduction Amounts are subtracted on the Policy Date and on each Monthly Activity
Date after the Policy Date to cover charges and expenses incurred in connection
with a policy.
 
Each Deduction Amount will be subtracted pro rata from each Sub-Account so that
the proportion of Account Value of the policy 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 policy may lapse. See
"Lapse and Reinstatement."
 
The deductions and charges associated with your policy are listed below.
 
COST OF INSURANCE CHARGE -- The cost of insurance charge covers Hartford's
anticipated mortality costs for standard and substandard risks. Current cost of
insurance rates are lower after the tenth Policy 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. The
guaranteed cost of insurance charge is a guaranteed maximum monthly rate,
multiplied by the Coverage Amount on the Policy Date or any Monthly Activity
Date. A table of guaranteed maximum cost of insurance rates per $1,000 will be
included in each Policy; however, Hartford reserves the right to use rates less
than those shown in the Table. For standard risks, the guaranteed maximum cost
of insurance rate is 100% of the 1980 Commissioner's Standard Ordinary
Unismoker, Sex Distinct Age Last Birthday Mortality Table (1980 CSO Table).
Substandard risks will be assessed a higher guaranteed maximum cost of insurance
rate that will not exceed rates based on a multiple of the 1980 CSO Table. The
multiple will be based on the insured's substandard rating. Unisex rates may be
required in some states.
 
Your Coverage Amount is first set on the date we issue your policy and then on
each Monthly Activity Date. The Coverage Amount is the Face Amount minus the
Account Value. There is a Minimum Coverage Amount. It is a stated percentage of
the Account Value of the policy 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.
 
                            9     - PROSPECTUS
<PAGE>
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
Policy Month is $75,000. (For an explanation of the Death Benefit, see "Death
Benefit and Policy Values.")
 
Because the Account Value and, as a result, the Coverage Amount under a policy
may vary from month to month, the cost of insurance charge may also vary on each
Monthly Activity Date.
 
MORTALITY AND EXPENSE RISK CHARGE:  For assuming mortality and expense risks
under the policy, we deduct monthly from Sub-Account Value a charge equal to an
annual rate of 0.90%. The mortality and expense risk charge is broken into
charges for mortality risks and for expense risks:
 
MORTALITY RISK -- The mortality risk we assume is that the cost of insurance
charges specified in the policy will be insufficient to pay claims. We also
assume a risk that the Death Proceeds will exceed: (1) the Coverage Amount on
the date of death; and (2) your policy's Account Value on the date we receive
written notice of death.
 
EXPENSE RISK -- The expense risk we assume is that expenses we incur in issuing
and administering your policy will exceed the administrative charges.
 
We may profit from the mortality and expense risk charge and may use any profits
for any proper purpose, including any difference between the cost we incur in
distributing the policies and the proceeds of the Surrender Charge. The
mortality and expense risk charge is deducted while the policy is in force,
including the duration of a settlement option.
 
TAX EXPENSE CHARGE:  During the first ten years of your policy, we deduct a
monthly charge equal to an annual rate of 0.40% from your Account Value. This
tax expense charge compensates us for certain expenses including:
 
(1) Premium taxes imposed by various states and local jurisdictions.
 
A premium tax deduction of 0.25% of the Account Value is deducted over ten
Policy Years and approximates our average expenses for state and local premium
taxes. 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, we do not expect to make
a profit from this deduction.
 
(2) The cost of the capitalization of certain policy acquisition expenses under
    Section 848 of the Internal Revenue Code.
 
During your first ten Policy Years, we deduct a charge of 0.15% of Account
Value. This charge helps reimburse us for the approximate expenses we incur from
federal taxes we pay under Section 848 of the Internal Revenue Code.
 
UNAMORTIZED TAX CHARGE:  During the first nine Policy Years, an Unamortized Tax
charge is imposed on surrender or partial surrenders. The Unamortized Tax charge
is shown below, as a percentage of amount surrendered, during each Policy Year:
 
<TABLE>
<CAPTION>
Policy 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 Policy Year, no Unamortized Tax charge will be imposed.
 
ANNUAL MAINTENANCE FEE -- The annual maintenance fee is a flat fee that is
deducted from your Account Value to reimburse us for expenses relating to the
maintenance of the policy. The annual $30 charge is deducted on a Policy
Anniversary or when the policy is fully surrendered if the Account Value at
either of those times is less than $50,000. We reserve the right to waive the
annual maintenance fee under other conditions.
 
ADMINISTRATIVE CHARGE -- We will deduct a monthly administrative charge from
Sub-Account Value equal to an annual rate of 0.40%. This charge compensates us
for expenses incurred in the administration of the Separate Account and the
policy.
 
SURRENDER CHARGE -- We may charge you a Surrender Charge when you surrender
amounts invested in your policy. We assess a Surrender Charge on amounts
surrendered in any Policy Year that exceed the greater of 10% of the premiums
you have paid into your policy or 100% of your Account Value minus premiums
paid. If the amount you paid has been in your policy:
 
X For Policy Years 1, 2 and 3, the charge is 7.5%.
 
X For Policy Years 4 and 5, the charge is 6%.
 
X For Policy Years 6 and 7, the charge is 4%.
 
X For Policy Years 8 and 9, the charge is 2%
 
X For Policy Years 10 and beyond, the charge is 0%
 
In determining the Surrender Charge, any surrender or partial surrender during
the first ten Policy Years will first come from premiums paid and then from
earnings. If an
 
                            10    - PROSPECTUS
<PAGE>
amount equal to all premiums paid has been withdrawn, no Surrender Charge will
be assessed on the remaining Account Value.
 
The Surrender Charge is imposed to cover a portion of the sales expense incurred
by us in distributing the Policies. This expense includes commissions,
advertising and the printing of prospectuses.
 
CHARGES AGAINST THE FUNDS -- The Separate Account purchases shares of the Funds
at net asset value. The net asset value of the Fund shares reflects investment
advisory fees and administrative expenses already deducted from the assets of
the Funds. These charges are described in the Funds' prospectuses accompanying
this Prospectus.
 
YOUR POLICY
      -------------------------------------------------------------------
 
POLICY RIGHTS
 
POLICY OWNER, OR "YOU" -- As long as your policy is in force, you may exercise
all rights under the policy while the Insured is alive and a beneficiary has not
been irrevocably named.
 
BENEFICIARY -- You name the beneficiary in the application for the policy. You
may change the beneficiary (unless irrevocably named) during the Insured's
lifetime by written request to us. If no beneficiary is living when the Insured
dies, the Death Proceeds will be paid to the policy owner if living; otherwise
to the policy owner's estate.
 
ASSIGNMENT
 
You may assign your policy as collateral for a loan or other obligation. Until
you notify us in writing, we are not responsible for any payment made or action
taken. We are not responsible for the validity of any assignment.
 
STATEMENTS TO POLICY OWNERS -- We will send you a statement at least once each
year, showing:
 
(a) the current Account Value, Cash Surrender Value and Face Amount;
 
(b) the premiums paid, monthly deduction amounts and any loans since your last
    statement;
 
(c) the amount of any Indebtedness;
 
(d) any notifications required by the provisions of your policy; and
 
(e) any other information required by the Insurance Department of the state
    where your policy was delivered.
 
LIMIT ON RIGHT TO CONTEST -- During the Insured's lifetime, we may not contest
the validity of the policy after it has been in force for two years from the
date we issue the policy. If the policy 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 payment is contestable for two years from its effective
date. In addition, if the Insured commits suicide within two years from the date
we issue the policy, or such period as specified in state law, the benefit
payable will be limited to the Account Value minus 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 policy.
 
POLICY LIMITATIONS
DIVIDENDS -- No dividends will be paid under the policy.
 
TRANSFERS OF ACCOUNT VALUE -- While the policy remains in force, and subject to
our transfer rules then in effect, you may request that part or all of the
Account Value of a particular Sub-Account be transferred to other Sub-Accounts.
We reserve the right to restrict the number of these transfers to no more than
12 per Policy 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 us toll free
1-800-231-5453. Transfers by telephone may be made by the agent of record or by
an attorney-in-fact pursuant to a power of attorney. Telephone transfers may not
be permitted in some states. Hartford, its agents or affiliates will not be
responsible for losses resulting from acting upon telephone requests reasonably
believed to be genuine. We will employ reasonable procedures to confirm that
instructions communicated by telephone are genuine. The procedures we follow for
transactions initiated by telephone include requirements that callers provide
certain information for identification purposes. All transfer instructions
received by telephone are tape-recorded. We will send you a confirmation of the
transfer within five days from the date of any transfer.
 
It is your responsibility to verify the accuracy of all confirmations and to
promptly advise us of any inaccuracies within 30 days of receipt.
 
                            11    - PROSPECTUS
<PAGE>
CHANGES TO POLICY OR SEPARATE ACCOUNT
SUBSTITUTIONS, ADDITIONS, OR DELETIONS OF FUNDS -- We reserve the right, subject
to any applicable law, to make certain changes to the Funds offered under your
policy. We may, in our sole discretion, establish new Funds. New Funds will be
made available to existing policyholders as we determine appropriate. We may
also close one or more Funds to additional payments or transfers from existing
Sub-Accounts.
 
We reserve the right to eliminate the shares of any of the Funds for any reason
and to substitute shares of another registered investment company for the shares
of any Fund already purchased or to be purchased in the future by the Separate
Account. To the extent required by the Investment Company Act of 1940 (the "1940
Act"), substitutions of shares attributable to your interest in a Fund will not
be made until we have the approval of the Commission and we have notified you of
the change.
 
In the event of any change, we may, by appropriate endorsement, make any changes
in the policy necessary or appropriate to reflect the modification. If we decide
that it is in the best interest contracts owners, the Separate Account may be
operated as a management company under the 1940 Act or any other form permitted
by law, may be de-registered under the 1940 Act in the event such registration
is no longer required, or may be combined with one or more other Separate
Accounts.
 
SEPARATE ACCOUNT TAXES -- Currently, there is no charge for federal income taxes
that may be attributable to the Separate Account. However, we reserve the right
to make such a charge in the future. Charges for other taxes, if any,
attributable to the Separate Account may also be made.
 
OTHER BENEFITS OF YOUR POLICY
LAST SURVIVOR POLICIES -- The Policies are offered on both a single life and a
"last survivor" basis. Policies 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 policy 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 policies 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. See the last survivor illustrations in "Statement of
    Additional Information."
 
2.  To qualify for simplified underwriting under a last survivor policy, both
    Insureds must meet the simplified underwriting standards.
 
3.  For a last survivor policy to be reinstated, both Insureds must be alive on
    the date of reinstatement.
 
4.  The policy provisions regarding misstatement of age or sex, suicide and
    incontestability apply to either Insured.
 
5.  The younger Insured's attained age is used to calculate the Minimum Death
    Benefit to ensure that the policy continues to qualify as life insurance.
 
6.  Additional tax disclosures applicable to last survivor policies are provided
    in "Federal Tax Considerations."
 
PREMIUMS
      -------------------------------------------------------------------
 
APPLICATION FOR A POLICY -- To purchase a policy you must submit an application
to us. A policy will be issued only on the lives of Insureds age 90 and under
who supply evidence of insurability satisfactory to us. Acceptance is subject to
our underwriting rules and we reserve the right to reject an application for any
reason. If your application for a policy is rejected, then your initial premium
payment will be returned along with an additional amount for interest, based on
the current rate being credited by us. Other than those described in this
prospectus, no change in the terms or conditions of a policy will be made
without your consent. Generally, the minimum initial premium we accept is
$10,000. We may accept less than $10,000 under certain circumstances.
 
Your policy is effective after we receive all outstanding delivery requirements
and receive your initial premium. The date your policy becomes effective is
called the Policy Date. This date is the date used to determine all future
cyclical transactions on your policy. The Policy Date may be prior to, or the
same as, the date your policy is issued ("Issue Date").
 
If your Coverage Amount is over then current limits established by us, we will
not accept your initial premium payment with your application. In other cases
where we receive the initial payment with the application, we will provide fixed
conditional insurance during underwriting
 
                            12    - PROSPECTUS
<PAGE>
according to the terms of conditional receipt established by us. 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, then on policy
delivery we will require a sufficient payment to place the insurance in force.
 
PREMIUM PAYMENTS -- You pay a single premium and, subject to restrictions,
additional premiums. You may choose a minimum initial premium of 80%, 90% or
100% of the Guideline Single Premium (based on the Face Amount).
 
UNDERWRITING RULES OF YOUR POLICY
 
- - Under current underwriting rules, which are subject to change, if you are
  between ages 35 and 80, you may be eligible for simplified underwriting
  without a medical examination if you meet simplified underwriting standards.
 
- - If you are below age 35 or above age 80, or do not meet simplified
  underwriting eligibility, full underwriting applies, except that substandard
  underwriting applies only in those cases that represent substandard risks
  according to customary underwriting guidelines.
 
Your policy allows for additional premium payments so long as the additional
premiums do not cause the policy to fail to meet the definition of a life
insurance policy under Section 7702 of the Code. The amount and frequency of
additional premium payments will affect the Cash Value and the amount and
duration of insurance. We may require evidence of insurability for any
additional premiums that increase the Coverage Amount. Premiums, which do not
meet the tax qualification guidelines for life insurance under the Internal
Revenue Code, will not be applied to your policy.
 
ALLOCATION OF PREMIUMS -- Within three business days of receipt of your
completed application and your initial premium payment at our Home Office, we
allocate your entire premium payment to the Putnam Money Market Sub-Account.
 
We will then allocate the Account Value in the Putnam Money Market Sub-Account
to the Sub-Accounts according to the premium allocations you specify in your
policy application. The allocation is made upon the expiration of the right to
examine policy period, or the date we receive the final requirement to put the
policy in force, whichever is later.
 
ACCUMULATION UNITS -- The premiums you allocate to the Sub-Accounts are used to
purchase Accumulation Units in such Sub-Accounts. We determine the number of
Accumulation Units of each Sub-Account by dividing the amount of premium you
have allocated to the Sub-Account by the accumulation unit value of that
particular Sub-Account.
 
ACCUMULATION UNIT VALUES -- The accumulation unit value for each Sub-Account
varies to reflect the investment experience of the applicable underlying Fund.
To determine the current accumulation unit value, we take the prior Valuation
Day's accumulation unit value and multiply it by the Net Investment Factor for
the Valuation Period then ended.
 
The Net Investment Factor is used to measure the investment performance of a
Sub-Account from one Valuation Day to the next. The Net Investment Factor for
each Sub-Account equals:
 
- - The net asset value per share of each Fund held in the Sub-Account at the end
  of the current Valuation Period; divided by
 
- - The net asset value per share of each Fund held in the Sub-Account at the
  beginning of the Valuation Period.
 
You should refer to the Funds' prospectuses accompanying this Prospectus for a
description of how the assets of each Fund are valued, since these
determinations have a direct bearing on the Accumulation Unit Value of the
Sub-Account and therefore the Account Value of a policy.
 
All valuations in connection with a policy, will be made on the date your
request or payment is received by us before the close of the New York Stock
Exchange on any Valuation Day at our Home Office. Otherwise a valuation will be
made on the next date which is a Valuation Day.
 
ACCOUNT VALUE -- Each policy has an Account Value. There is no minimum
guaranteed Account Value. A policy's Account Value equals the policy's value in
all of the Sub-Accounts and any amounts in the Loan Account.
 
The Account Value of your policy is related to the net asset value of the Funds
to which your have allocated your premiums. The Account Value on any Valuation
Day is calculated by multiplying the number of Accumulation Units by the
Accumulation Unit Value and then totaling the results for all the Sub-Accounts.
The Account Value of a policy changes on a daily basis and is computed on each
Valuation Day. Therefore, your Account Value varies to reflect the investment
performance of the underlying Funds, the value of the Loan Account and the
monthly Deduction Amounts.
 
SUSPENSION OF VALUATION, PAYMENTS AND TRANSFERS -- We will suspend all
procedures requiring valuation (including transfers, surrenders and loans) when:
 
(a) the New York Stock Exchange is closed;
 
(b) trading on the New York Stock Exchange is restricted by the SEC;
 
(c) the SEC permits and orders postponement; or
 
(d) the SEC determines that an emergency exists to restrict valuation.
 
                            13    - PROSPECTUS
<PAGE>
DEATH BENEFITS AND POLICY VALUES
      -------------------------------------------------------------------
 
DEATH BENEFIT -- While in force, your policy provides for the payment of the
Death Proceeds to the beneficiary when the Insured under the policy dies. You
must notify us in writing as soon as possible after the death of the Insured.
The Death Proceeds payable to the beneficiary equal the Death Benefit less any
loans outstanding.
 
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 settlement option
is elected. At such times, the proceeds are not subject to the investment
experience of the Separate Account.
 
The Death Benefit equals the greater of:
 
(1) the Face Amount; or
 
(2) the Account Value multiplied by a specified percentage.
 
The percentage varies according to the attained age of the Insured and is
specified in the policy. 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. This is illustrated in the following examples:
 
<TABLE>
<CAPTION>
EXAMPLES:                           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 Account Value of $34,000, multiplied by the
specified percentage of 250%).
 
DEATH BENEFIT POLICY PROCEEDS -- Proceeds from the Death Benefit left with us
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 surrenders may
be made at any time.
 
All or part of the Death Proceeds may be paid in cash or applied under a
Settlement Option.
 
SETTLEMENT OPTIONS -- The surrender proceeds or Death Proceeds under your policy
may be paid in a lump sum or may be applied to one of our settlement options.
The minimum amount that may be applied under a settlement option is $5,000,
unless we consent to a lesser amount. UNDER SETTLEMENTS OPTIONS LIFE ANNUITY,
LIFE ANNUITY WITH 120,180, OR 240 MONTHLY PAYMENTS CERTAIN AND JOINT AND LAST
SURVIVOR ANNUITY, NO SURRENDER OR PARTIAL SURRENDERS ARE PERMITTED AFTER
PAYMENTS START. FULL SURRENDER OR PARTIAL SURRENDERS MAY BE MADE FROM THE
INTEREST INCOME SETTLEMENT OPTION, PAYMENTS FOR A DESIGNATED PERIOD SETTLEMENT
OPTION OR THE DEATH BENEFIT POLICY PROCEEDS, BUT THEY ARE SUBJECT TO THE
SURRENDER CHARGE, IF APPLICABLE. THERE MAY BE ADVERSE TAX CONSEQUENCES FOR
PARTIAL SURRENDERS FROM PAYMENTS FOR A DESIGNATED PERIOD SETTLEMENT OPTION.
PLEASE CHECK WITH YOUR TAX ADVISOR BEFORE REQUESTING A PARTIAL SURRENDER.
 
The following settlement options are available under your policy:
 
OPTION 1 -- INTEREST INCOME  This option offers payments of interest, at the
rate we declare, on the amount applied under this settlement option. The
interest rate will never be less than 3 1/2% per year.
 
OPTION 2 -- LIFE ANNUITY  Death Proceeds are used to purchase a variable annuity
where we make annuity payments as long as the annuitant is living. When the
annuitant dies, we stop making annuity payments. A payee would receive only one
annuity payment if the annuitant dies after the first payment, two annuity
payments if the annuitant dies after the second payment, and so forth.
 
OPTION 3 -- LIFE ANNUITY WITH 120, 180 OR 240 MONTHLY PAYMENTS CERTAIN  We make
monthly annuity payments during the lifetime of the annuitant but annuity
payments are at least guaranteed for a minimum of 120, 180 or 240 months, as you
elect. If, at the death of the annuitant, annuity payments have been made for
less than the minimum elected number of months, then the beneficiary can either
receive the present value (as of the date of the annuitant's death) of the
remaining payments in one sum or continue annuity payments for the remaining
period certain.
 
OPTION 4 -- JOINT AND LAST SURVIVOR LIFE ANNUITY  We will make annuity payments
as long as the annuitant and joint annuitant are living. When one annuitant
dies, we continue to make annuity payments until that second annuitant dies. The
annuitant may elect that the payment be less than the payment made during the
joint lifetime of the annuitants. When choosing this option, you must decide
what will happen to the annuity payments after the first annuitant dies.
 
Under this option, it is possible for an annuitant and joint annuitant to
receive only one payment in the event of the common or simultaneous death of the
annuitants prior to the date of the second payment.
 
OPTION 5 -- PAYMENTS FOR A DESIGNATED PERIOD  We will make annuity payments for
the number of years that you
 
                            14    - PROSPECTUS
<PAGE>
select. You can select between 5 years and 30 years. Under this option, you may,
at any time, request a full surrender and receive the Cash Surrender Value of
your policy.
 
VARIABLE AND FIXED ANNUITY PAYMENTS -- When the settlement option you select
involves an annuity, unless you specify otherwise, the surrender proceeds or
Death Proceeds provide a variable annuity. Fixed annuity options are also
available.
 
VARIABLE ANNUITY -- Your policy contains tables indicating the minimum dollar
amount of the first monthly payment under a variable annuity for each $1,000 of
value of a Sub-Account. Your first monthly payment varies with the annuity
option chosen and specific parameters chosen by you. The policy contains
variable payment annuity tables derived from the 1983(a) Individual Annuity
Mortality Table, with ages set back one year and with an assumed investment rate
("A.I.R.") of 5% per annum. The assumed investment rate is the investment return
used to calculate subsequent variable annuity payments.
 
We determine the total first monthly variable annuity payment by multiplying the
Death Proceeds (expressed in thousands of dollars) in a Sub-Account by the
amount of the first monthly payment per $1,000 of value obtained from the tables
in the policy.
 
The amount of your first monthly variable annuity payment is divided by the
value of an annuity unit for the appropriate Sub-Account no earlier than the
close of business on the fifth Valuation Day preceding the day on which the
payment is due. This determines 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 assumed investment rate. Payments will vary
up or down as the investment rate varies up or down relative to the assumed
investment rate.
 
FIXED ANNUITY PAYMENTS -- You will receive equal fixed annuity payments
throughout the annuity payment period. We determine fixed annuity payment
amounts by multiplying the amount applied to the annuity by an annuity rate. The
annuity rate is set by us and is not less than the rate specified in the fixed
payment annuity tables in your policy.
 
Hartford will make any other arrangements for income payments as may be agreed
on.
 
BENEFITS AT MATURITY -- If the Insured is living on the "Maturity Date" (the
anniversary of the Policy Date on which the Insured is age 100), on surrender of
the policy to us, we will pay you the Cash Surrender Value. In such case, the
policy will terminate and we will have no further obligations under the policy.
The Maturity Date may be extended by rider where approved, but see "Federal Tax
Considerations -- Income Taxation of Policy Benefits."
 
CHARGES AND POLICY VALUES -- Your policy value decreases due to the deduction of
policy charges. Policy value may increase or decrease depending on investment
performance. Fluctuations in your Account Value may have an effect on your Death
Benefit. If your policy lapses, your policy terminates and no Death Benefit will
be paid.
 
MAKING WITHDRAWALS FROM YOUR POLICY
      -------------------------------------------------------------------
 
SURRENDERS -- While your policy is in force, you may, without the consent of the
beneficiary (provided the designation of beneficiary is not irrevocable), fully
surrender your policy. Upon surrender, you receive the Cash Surrender Value
determined as of the day we receive your request or the date requested by you,
whichever is later. The Cash Surrender Value equals the Account Value less any
Surrender Charges and any Unamortized Tax charge and all Indebtedness. We pay
the Cash Surrender Value of the policy within seven days of our receipt of your
written request or on the effective surrender date requested by you, whichever
is later. Your policy will terminate on the date of our receipt of the written
request, or the date you request the surrender to be effective, whichever is
later. For a discussion of the tax consequences of surrendering your policy, see
"Federal Tax Considerations."
 
If you choose to apply the surrender proceeds to a settlement option, the
Surrender 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 Surrender Charge. However, any Unamortized Tax
charge, if applicable, will be deducted from the surrender proceeds to be
applied. In addition, amounts you withdraw from the Interest Income settlement
option, the Payments for a Designated Period settlement option or the Death
Benefit Policy Proceeds are subject to any applicable Surrender Charge.
 
                            15    - PROSPECTUS
<PAGE>
PARTIAL SURRENDERS -- While your policy is in force, you may elect, by written
request, to make partial surrenders from the Cash Surrender Value. The Cash
Surrender Value, after partial surrender, must at least equal our minimum amount
rules then in effect; otherwise, the request will be treated as a request for
full surrender. The partial surrenders will be deducted pro rata from each
Sub-Account, unless the you instruct otherwise. The Face Amount will be reduced
proportionate to the reduction in the Account Value due to the partial
surrender. Partial surrenders in excess of the greater of 10% of premiums or
100% of Account Value less premiums paid will be subject to the Surrender Charge
and any Unamortized Tax charges. For a discussion of the tax consequences of
partial surrenders, see "Federal Tax Considerations."
 
RIGHT TO EXAMINE -- You have a limited right to return your policy for
cancellation. You may deliver or mail the policy to us or to the agent from whom
it was purchased any time during your free look period. Your free look period
begins on the day you get your policy and ends ten days after you get it (or
longer in some states). In such event, the policy will be rescinded and we will
pay an amount equal to the greater of the premiums paid for the policy less any
Indebtedness or the sum of: i) the Account Value less any Indebtedness, on the
date the returned policy is received by us or the agent from whom it was
purchased; and, ii)any deductions under the policy or charges associated with
the Separate Account. If your policy is replacing another policy, your free look
period and the amount paid to you upon the return of your policy vary by state.
 
RIGHT TO EXCHANGE -- Once the policy is in effect, it may be exchanged, during
the first 24 months after its issuance, for a non-variable flexible premium
adjustable life insurance policy offered by us (or an affiliated company) on the
life of the Insured. No evidence of insurability will be required. The new
policy will have, at your election, either the same Coverage Amount as under the
exchanged policy 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 policy. If a policy loan was outstanding, the entire loan must be
repaid. The exchange is subject to adjustments in payments and Account Values to
reflect variances, if any, in the payments and Account Values under this policy
and the new policy.
 
LOANS
      -------------------------------------------------------------------
 
AVAILABILITY OF LOANS -- At any time while the policy is in force, you, without
the consent of the beneficiary, (provided the designation of beneficiary is not
irrevocable) may borrow against the policy by assigning it as sole security to
us. Two types of cash loans are available. Any new loan taken together with any
existing Indebtedness may not exceed 90% of the Cash Value. The minimum loan
amount that we will allow is $25.00.
 
The proceeds of a loan will be delivered to you within seven business days of
our receipt of the loan request.
 
Unless you specify otherwise, all loan amounts will be transferred pro rata
basis from each Sub-Account to the Loan Account. 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 total Indebtedness equals or exceeds the Account Value of the policy on any
Monthly Activity Date, we will give you written notice that, unless we receive
an additional payment within 61 days to reduce the aggregate outstanding loan(s)
secured by the policy, the policy may lapse. See "Lapse and Reinstatement."
 
PREFERRED LOANS -- The amount of the Loan Account that equals the difference
between the Cash Value and the total of all premiums paid under the policy is
considered a "Preferred Loan."
 
LOAN REPAYMENTS -- You can repay all or any part of a loan at any time while
your policy is in force. The amount of your policy loan repayment will be
deducted from the Loan Account. It will be allocated among the Sub-Accounts in
the same percentage as premiums are allocated. Any outstanding loan at the end
of a grace period must be repaid before the policy will be reinstated.
 
EFFECT OF LOANS ON ACCOUNT VALUE -- A loan, whether or not repaid, has a
permanent effect on your Account Value. This effect occurs because the
investment result of each Sub-Account applies only to the amount remaining in
such Sub-Accounts. The longer a loan is outstanding, the greater the effect on
your Account Value is likely to be. The effect could be favorable or
unfavorable. If the Sub-Accounts earn more than the annual interest rate for
amounts held in the Loan Account, your Account Value will not increase as
rapidly as it would have had no loan been made. If the Sub-Accounts earn less
than the Loan Account, then your Account Value will be greater than it would
have been had no loan been made. If not repaid, the aggregate amount of the
outstanding
 
                            16    - PROSPECTUS
<PAGE>
Indebtedness will reduce the Death Proceeds and the Cash Surrender Value
otherwise payable. For a discussion of the consequences of obtaining a loan
against the policy see "Federal Tax Considerations."
 
CREDITED INTEREST -- Any amounts in the Loan Account will be credited with
interest at an annual rate of 4.0%. The annual rate for Preferred Loans is 6%.
 
POLICY LOAN RATES -- The loan interest rate that we will charge on all loans is
6% per annum.
 
LAPSE AND REINSTATEMENT
      -------------------------------------------------------------------
 
LAPSE -- Your policy will remain in force until the Cash Surrender Value is
insufficient to cover the Deduction Amount due on a Monthly Activity Date. We
will notify you of the default in writing, warning you that your policy is in
danger of terminating.
 
GRACE PERIOD -- Your policy provides a 61-day grace period to pay an amount
sufficient to cover the Deduction Amounts due. The notice will indicate the
amount that must be paid.
 
The policy 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 policy dies during the grace period, the Death Proceeds
payable under the policy will be reduced by the Deduction Amount(s) due and
unpaid. See "Death Benefits and Policy Values."
 
REINSTATEMENT -- If your policy lapses, you may apply for reinstatement of the
policy by payment of the reinstatement premium shown in the policy and any
applicable charges. A request for reinstatement may be made within five years of
lapse. If a loan is outstanding at the time of lapse, we require repayment of
the loan before permitting reinstatement. In addition, we reserve the right to
require evidence of insurability satisfactory to Hartford.
 
The Account Value on the reinstatement date will reflect:
 
(a) the Cash Value at the time of termination; plus
 
(b) Net Premiums derived from premiums paid at the time of reinstatement; minus
 
(c) the Monthly Deduction Amounts that were due and unpaid during the Policy
    Grace Period; plus
 
(d) the Surrender Charge at the time of reinstatement.
 
The surrender charge is based on the duration from the original policy date as
through the policy has never lapsed.
 
FEDERAL TAX CONSIDERATIONS
      -------------------------------------------------------------------
 
GENERAL
Since federal tax law is complex, the tax consequences of purchasing this policy
will vary depending on your situation. You may need tax or legal advice to help
you determine whether purchasing this policy is right for you.
 
Our general discussion of the tax treatment of this policy is based on our
understanding of federal income tax laws as they are currently interpreted. A
detailed description of all federal income tax consequences regarding the
purchase of this policy cannot be made in the prospectus. We also do not discuss
state, municipal or other tax laws that may apply to this policy. For detailed
information, you should consult with a qualified tax adviser familiar with your
situation.
 
TAXATION OF HARTFORD AND THE SEPARATE ACCOUNT
The Separate Account is taxed as a part of Hartford which is taxed as a life
insurance company under Subchapter L of the Internal Revenue Code of 1986, as
amended (the "Code"). Accordingly, the Separate Account will not be taxed as a
"regulated investment company" under Subchapter M of the Code. Investment income
and realized capital gains on the assets of the Separate Account (the underlying
Funds) are reinvested and are taken into account in determining the value of the
Accumulation Units (see "Premiums -- Account Value"). As a result, such
investment income and realized capital gains are automatically applied to
increase reserves under the Policy.
 
                            17    - PROSPECTUS
<PAGE>
Hartford does not expect to incur any federal income tax on the earnings or
realized capital gains attributable to the Separate Account. Based upon this
expectation, no charge is currently being made to the Separate Account for
federal income taxes. If Hartford incurs income taxes attributable to the
Separate Account or determines that such taxes will be incurred, it may assess a
charge for such taxes against the Separate Account.
 
INCOME TAXATION OF POLICY BENEFITS
For federal income tax purposes, the Policies should be treated as life
insurance 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 Policy Owner is generally not taxed on
increments in the contract value until the Policy is partially or completely
surrendered. Section 7702 limits the amount of premiums that may be invested in
a Policy that is treated as life insurance. Hartford intends to monitor premium
levels to assure compliance with the Section 7702 requirements.
 
During the first fifteen Policy Years, an "income first" rule generally applies
to distributions of cash required to be made under Code Section 7702 because of
a reduction in benefits under the Policy.
 
The Maturity Date Extension Rider allows a Policy Owner to extend the Maturity
Date to the date of the Insured's death. If the Maturity Date of the Policy is
extended by rider, Hartford believes that the Policy will continue to be treated
as a life insurance contract for federal income tax purposes after the scheduled
Maturity Date. However, due to the lack of specific guidance on this issue, the
result is not certain. If the Policy is not treated as a life insurance contract
for federal income tax purposes after the scheduled Maturity Date, among other
things, the Death Proceeds may be taxable to the recipient. The Policy Owner
should consult a qualified tax adviser regarding the possible adverse tax
consequences resulting from an extension of the scheduled Maturity Date.
 
LAST SURVIVOR POLICIES
Although Hartford believes that the last survivor Policies 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 Policy 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
Policy does not meet the specified computational rules for the "seven-pay test"
under Section 7702A(c). Therefore, the Policy 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 Policy to be treated as a modified
endowment contract if no additional premiums are paid.
 
A contract that is classified as modified endowment contract is eligible for
certain aspects of the beneficial tax treatment accorded to life insurance. That
is, the death benefit is excluded from income and increments in value are not
subject to current taxation. However, loans, 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 policy (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 Policy 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 includable in the
Policy Owner's estate for purposes of federal estate tax if the last surviving
Insured owned the Policy. If the Policy Owner was not the last surviving
Insured, the fair market value of the Policy would be included in the Policy
Owner's estate upon the Policy Owner's death. Nothing would be includable 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.
 
The federal estate tax is integrated with the federal gift tax under a unified
rate schedule and unified credit which shelters up to $650,000 (1999) from the
estate and gift tax. The Taxpayer Relief Act of 1997 gradually raises the credit
over the next seven years to $1,000,000. In addition, an unlimited marital
deduction may be available for federal estate and gift tax purposes. The
unlimited marital deduction permits the deferral of taxes until the death of the
surviving spouse (when the Death Proceeds would be available to pay taxes due
and other expenses incurred).
 
                            18    - PROSPECTUS
<PAGE>
If the Policy Owner (whether or not he or she is an Insured) transfers ownership
of the Policy to someone two or more generations younger, the transfer may be
subject to the generation-skipping transfer tax, the taxable amount being the
value of the Policy. The generation-skipping transfer tax provisions generally
apply to transfers which would be subject to the gift and estate tax rules.
Individuals are generally allowed an aggregate generation skipping transfer
exemption of $1 million, as adjusted for inflation. Because these rules are
complex, the Policy Owner should consult with a qualified tax adviser for
specific information if ownership is passing to younger generations.
 
DIVERSIFICATION REQUIREMENTS
The Code requires that investments supporting your policy be adequately
diversified. Code Section 817 provides that a variable life insurance contract
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. If a contract is not treated as a life insurance contract, the
policy owner will be subject to income tax on annual increases in cash value.
 
The Treasury Department's diversification regulations require, among other
things, that:
 
- - no more than 55% of the value of the total assets of the segregated asset
  account underlying a variable contract is represented by any one investment,
 
- - no more than 70% is represented by any two investments,
 
- - no more than 80% is represented by any three investments and
 
- - no more than 90% is represented by any four investments. In determining
  whether the diversification standards are met, all securities of the same
  issuer, all interests in the same real property project, and all interests in
  the same commodity are each treated as a single investment. In the case of
  government securities, each government agency or instrumentality is treated as
  a separate issuer.
 
A separate account must be in compliance with the diversification standards on
the last day of each calendar quarter or within 30 days after the quarter ends.
If an insurance company inadvertently fails to meet the diversification
requirements, the company may still comply within a reasonable period and avoid
the taxation of contract income on an ongoing basis. However, either the company
or the policy owner must agree to pay the tax due for the period during which
the diversification requirements were not met.
 
We monitor the diversification of investments in the separate accounts and test
for diversification as required by the Code. We intend to administer all
policies subject to the diversification requirements in a manner that will
maintain adequate diversification.
 
OWNERSHIP OF THE ASSETS IN THE SEPARATE ACCOUNT
In order for a variable life insurance contract to qualify for tax deferral,
assets in the separate accounts supporting the contract must be considered to be
owned by the insurance company and not by the policy owner. It is unclear under
what circumstances an investor is considered to have enough control over the
assets in the separate account to be considered the owner of the assets for tax
purposes.
 
The IRS has issued several rulings discussing investor control. These rulings
say that certain incidents of ownership by the policy owner, such as the ability
to select and control investments in a separate account, will cause the policy
owner to be treated as the owner of the assets for tax purposes.
 
In its explanation of the diversification regulations, the Treasury Department
recognized that the temporary regulations "do not provide guidance concerning
the circumstances in which investor control of the investments of a segregated
asset account may cause the investor, rather than the insurance company, to be
treated as the owner of the assets in the account." The explanation further
indicates that "the temporary regulations provide that in appropriate cases a
segregated asset account may include multiple sub-accounts, but do not specify
the extent to which policyholders may direct their investments to particular
sub-accounts without being treated as the owners of the underlying assets.
Guidance on this and other issues will be provided in regulations or revenue
rulings under Section 817(d), relating to the definition of variable contract."
 
The final regulations issued under Section 817 did not provide guidance
regarding investor control, and as of the date of this prospectus, guidance has
yet to be issued. We do not know if additional guidance will be issued. If
guidance is issued, we do not know if it will have a retroactive effect.
 
Due to the lack of specific guidance on investor control, there is some
uncertainty about when a policy owner is considered the owner of the assets for
tax purposes. We reserve the right to modify the policy, as necessary, to
prevent you from being considered the owner of assets in the separate account.
 
TAX DEFERRAL DURING ACCUMULATION PERIOD
Under existing provisions of the Code, except as described below, any increase
in an Owner's Investment Value is generally not taxable to the Policy Owner
unless amounts are received (or are deemed to be received) under the Policy
prior to the Insured's death. If the Policy is surrendered or matures, the
amount received will be includable in the Policy Owner's income to the extent
that it exceeds the Policy Owner's "investment in the contract." (If there is
any
 
                            19    - PROSPECTUS
<PAGE>
debt at the time of a surrender, then such debt will be treated as an amount
distributed to the Owner.) The "investment in the contract" is the aggregate
amount of premium payments and other consideration paid for the Policy, less the
aggregate amount received previously under the Policy to the extent such amounts
received were excluded from gross income. Since this Policy is a modified
endowment contract, partial withdrawals (or other such amounts deemed to be
distributed) from the Policy constitute income to the Policy Owner for Federal
income tax purposes.
 
LIFE INSURANCE PURCHASED FOR USE IN SPLIT DOLLAR ARRANGEMENTS
On January 26, 1996, the IRS released a technical advice memorandum ("TAM") on
the taxability of life insurance policies used in certain split dollar
arrangements. A TAM, issued by the National Office of the IRS, provides advice
as to the internal revenue laws, regulations, and related statutes with respect
to a specific set of facts and a specific taxpayer. In the TAM, among other
things, the IRS concluded that an employee was subject to current taxation on
the excess of the cash surrender value of the policy over the premiums to be
returned to the employer. Purchasers of life insurance policies to be used in
split dollar arrangements are strongly advised to consult with a qualified tax
adviser to determine the tax treatment resulting from such an arrangement.
 
FEDERAL INCOME TAX WITHHOLDING
If any amounts are deemed to be current taxable income to the Policy Owner, such
amounts will be subject to federal income tax withholding and reporting,
pursuant to the Code.
 
NON-INDIVIDUAL OWNERSHIP OF POLICIES
In certain circumstances, the Code limits the application of specific tax
advantages to individual owners of life insurance contracts. Prospective Policy
Owners which are not individuals should consult a qualified tax adviser to
determine the potential impact on the purchaser.
 
OTHER
Federal estate tax, state and local estate, inheritance and other tax
consequences of ownership, or receipt of Policy proceeds depend on the
circumstances of each Policy Owner or beneficiary. A tax adviser should be
consulted to determine the impact of these taxes.
 
LIFE INSURANCE PURCHASES BY NONRESIDENT ALIENS AND FOREIGN CORPORATIONS
The discussion above provides general information regarding U.S. federal income
tax consequences to life insurance purchasers that are U.S. citizens or
residents. Purchasers that are not U.S. citizens or residents will generally be
subject to U.S. federal income tax and withholding on taxable distributions from
life insurance policies at a 30% rate, unless a lower treaty rate applies. In
addition, purchasers may be subject to state and/or municipal taxes and taxes
that may be imposed by the purchaser's country of citizenship or residence.
Prospective purchasers are advised to consult with a qualified tax adviser
regarding U.S. state, and foreign taxation with respect to a life insurance
policy purchase.
 
LEGAL PROCEEDINGS
      -------------------------------------------------------------------
 
There are no material legal proceedings pending to which the Separate Account is
a party.
 
OTHER MATTERS
      -------------------------------------------------------------------
 
LEGAL MATTERS -- Legal matters in connection with the issue and sale of modified
single premium variable life insurance Policies described in this Prospectus and
the organization of Hartford, its authority to issue the Policies under
Connecticut law and the validity of the forms of the Policies under Connecticut
law and legal matters relating to the federal securities and income tax laws
have been passed on by Lynda Godkin, Senior Vice President, General Counsel and
Corporate Secretary of Hartford.
 
YEAR 2000 -- IN GENERAL  The Year 2000 issue relates to the ability or inability
of computer hardware, software and other information technology (IT) systems, as
well as non-IT systems, such as equipment and machinery with imbedded chips and
microprocessors, to properly process information
 
                            20    - PROSPECTUS
<PAGE>
and data containing or related to dates beginning with the year 2000 and beyond.
The Year 2000 issue exists because, historically, many IT and non-IT systems
that are in use today were developed years ago when a year was identified using
a two-digit date field rather than a four-digit date field. As information and
data containing or related to the century date are introduced to date sensitive
systems, these systems may recognize the year 2000 as "1900", or not at all,
which may result in systems processing information incorrectly. This, in turn,
may significantly and adversely affect the integrity and reliability of
information databases of IT systems, may cause the malfunctioning of certain
non-IT systems, and may result in a wide variety of adverse consequences to a
company. In addition, Year 2000 problems that occur with third parties with
which a company does business, such as suppliers, computer vendors, distributors
and others, may also adversely affect any given company.
 
The integrity and reliability of Hartford's IT systems, as well as the
reliability of its non-IT systems, are integral aspects of Hartford's business.
Hartford issues insurance policies, annuities, mutual funds and other financial
products to individual and business customers, nearly all of which contain date
sensitive data, such as policy expiration dates, birth dates and premium payment
dates. In addition, various IT systems support communications and other systems
that integrate Hartford's various business segments and field offices. Hartford
also has business relationships with numerous third parties that affect
virtually all aspects of Hartford's business, including, without limitation,
suppliers, computer hardware and software vendors, insurance agents and brokers,
securities broker-dealers and other distributors of financial products, many of
which provide date sensitive data to Hartford, and whose operations are
important to Hartford's business.
 
INTERNAL YEAR 2000 EFFORTS AND TIMETABLE  Beginning in 1990, Hartford began
working on making its IT systems Year 2000 ready, either through installing new
programs or replacing systems. Since January 1998, Hartford's Year 2000 efforts
have focused on the remaining Year 2000 issues related to IT and non-IT systems
in all of Hartford's business segments. These Year 2000 efforts include the
following five main initiatives: (1) identifying and assessing Year 2000 issues;
(2) taking actions to remediate IT and non-IT systems so that they are Year 2000
ready; (3) testing IT and non-IT systems for Year 2000 readiness; (4) deploying
such remediated and tested systems back into their respective production
environments; and (5) conducting internal and external integrated testing of
such systems. As of December 31, 1998, Hartford substantially completed
initiatives (1) through (4) of its internal Year 2000 efforts. Hartford has
begun initiative (5) and management currently anticipates that such activity
will continue into the fourth quarter of 1999.
 
THIRD PARTY YEAR 2000 EFFORTS AND TIMETABLE  Hartford's Year 2000 efforts
include assessing the potential impact on Hartford of third parties' Year 2000
readiness. Hartford's third party Year 2000 efforts include the following three
main initiatives: (1) identifying third parties which have significant business
relationships with Hartford, including, without limitation, insurance agents,
brokers, third party administrators, banks and other distributors and servicers
of financial products, and inquiring of such third parties regarding their Year
2000 readiness; (2) evaluating such third parties' responses to Hartford's
inquiries; and (3) based on the evaluation of third party responses (or a third
party's failure to respond) and the significance of the business relationship,
conducting additional activities with respect to third parties as determined to
be necessary in each case. These activities may include conducting additional
inquiries, more in-depth evaluations of Year 2000 readiness and plans, and
integrated IT systems testing. Hartford has completed the first third party
initiative and, as of early 1999, had substantially completed evaluating third
party responses received. Hartford has begun conducting the additional
activities described in initiative (3) and management currently anticipates that
it will continue to do so through the end of 1999. However, notwithstanding
these third party Year 2000 efforts, Hartford does not have control over these
third parties and, as a result, Hartford cannot currently determine to what
extent future operating results may be adversely affected by the failure of
these third parties to adequately address their Year 2000 issues.
 
YEAR 2000 COSTS  The costs of Hartford's Year 2000 program that were incurred
through the year ended December 31, 1997 were not material to Hartford's
financial condition or results of operations. The after-tax costs of Hartford's
Year 2000 efforts for the year ended December 31, 1998 were approximately $3
million. Management currently estimates that after-tax costs related to the Year
2000 program to be incurred in 1999 will be less than $10 million. These costs
are being expensed as incurred.
 
RISKS AND CONTINGENCY PLANS  If significant Year 2000 problems arise, including
problems arising with third parties, failures of IT and non-IT systems could
occur, which in turn could result in substantial interruptions in Hartford's
business. In addition, Hartford's investing activities are an important aspect
of its business and Hartford may be exposed to the risk that issuers of
investments held by it will be adversely impacted by Year 2000 issues. Given the
uncertain nature of Year 2000 problems that may arise, especially those related
to the readiness of third parties discussed above, management cannot determine
at this time whether the consequences of Year 2000 related problems that could
arise will have a material impact on Hartford's financial condition or results
of operations.
 
                            21    - PROSPECTUS
<PAGE>
Hartford is in the process of developing certain contingency plans so that if,
despite its Year 2000 efforts, Year 2000 problems ultimately arise, the impact
of such problems may be avoided or minimized. These contingency plans are being
developed based on, among other things, known or reasonably anticipated
circumstances and potential vulnerabilities. The contingency planning also
includes assessing the dependency of Hartford's business on third parties and
their Year 2000 readiness. Hartford currently anticipates that internal and
external contingency plans will be substantially complete by the end of the
second quarter of 1999. However, in many contexts, Year 2000 issues are dynamic,
and ongoing assessments of business functions, vulnerabilities and risks must be
made. As such, new contingency plans may be needed in the future and/or existing
plans may need to be modified as circumstances warrant.
 
                            22    - PROSPECTUS
<PAGE>
GLOSSARY OF SPECIAL TERMS
      -------------------------------------------------------------------
 
As used in this Prospectus, the following terms have the indicated meanings:
 
ACCOUNT VALUE:  The current value of the Sub-Accounts plus the value of the Loan
Account under the policy.
 
ACCUMULATION UNIT:  A unit of measure we use to calculate the value of a
Sub-Account.
 
ANNUAL WITHDRAWAL AMOUNT:  The amount of a surrender or partial surrender that
is not subject to the Surrender Charge. This amount in any Policy Year is the
greater of 10% of premiums or 100% of your Account Value minus premiums paid.
 
ANNUITY UNIT:  A unit of measure we use to calculate the amount of annuity
payments.
 
CASH SURRENDER VALUE:  The policy's Cash Value minus all Indebtedness.
 
CASH VALUE:  The policy's Account Value minus any Surrender Charge and any
Unamortized Tax charge due upon surrender.
 
CODE:  The Internal Revenue Code of 1986, as amended.
 
COVERAGE AMOUNT:  The Death Benefit less the Account Value.
 
DEATH BENEFIT:  The greater of (1) the Face Amount specified in the policy or
(2) the Account Value on the date of death multiplied by a stated percentage as
specified in the policy.
 
DEATH PROCEEDS:  The amount that we will pay on the death of the Insured. This
equals the Death Benefit minus any Indebtedness.
 
DEDUCTION AMOUNT:  A charge on the Policy Date and on each Monthly Activity Date
for the cost of insurance, Tax Expense charges, an administrative charge and a
mortality and expense risk charge.
 
FACE AMOUNT:  On the Policy Date, the Face Amount is the amount shown on the
policy's Specifications page. Thereafter, the Face Amount is reduced in
proportion to any partial surrenders.
 
HARTFORD, WE OR US:  Hartford Life Insurance Company.
 
HOME OFFICE:  Currently located at 200 Hopmeadow Street, Simsbury, Connecticut;
however, the mailing address is P.O. Box 2999, Hartford, Connecticut 06104-2999.
 
INDEBTEDNESS:  Monies you owe us, including all outstanding loans on the policy,
any interest due or accrued and any unpaid Deduction Amount or annual
maintenance fee arising during a grace period.
 
INSURED:  The person on whose life the policy is issued.
 
ISSUE AGE:  As of the Policy Date, the Insured's age on Insured's last birthday.
 
LOAN ACCOUNT:  An account in our general account, established for any amounts
transferred from the Sub-Accounts for requested loans. The Loan Account credits
a fixed rate of interest that is not based on the investment experience of the
Separate Account.
 
MONTHLY ACTIVITY DATE:  The day of each month on which any deductions or charges
are subtracted from Account Value of your policy. Monthly Activity Dates occur
on the same day of the month as the Policy Anniversary.
 
POLICY ANNIVERSARY:  The yearly anniversary of the Policy Date.
 
POLICY DATE:  The issue date of the policy.
 
POLICY LOAN RATE:  The interest rate charged on policy loans.
 
POLICY OWNER OR YOU:  The owner of the policy.
 
POLICY YEAR:  The twelve months between Policy Anniversaries.
 
SUB-ACCOUNT VALUE:  The current value of the Sub-Accounts.
 
SURRENDER CHARGE:  A charge which may be assessed upon surrender of the policy
or partial surrenders in excess of the Annual Withdrawal Amount.
 
VALUATION DAY:  The date on which the Sub-Account is valued. The Valuation Day
is every day the New York Stock Exchange is open for trading. The value of the
Separate Account is determined at the close of the New York Stock Exchange
(generally 4:00 p.m. Eastern Time) on such days.
 
VALUATION PERIOD:  The period between the close of business on successive
Valuation Days.
 
                            23    - PROSPECTUS
<PAGE>
APPENDIX A
      -------------------------------------------------------------------
 
SPECIAL INFORMATION FOR POLICIES PURCHASED IN NEW YORK
If the policy is purchased in the State of New York, the following provisions of
the Prospectus are amended as follows:
 
In the Glossary of Special Terms section of the Prospectus, the definition of
Account Value is deleted and the following definition is substituted:
 
    Account Value:  The current value of Accumulation Units plus the value of
the Loan Account under the policy. In the case of a Policy Owner who purchases
the policy in the State of New York (the "New York Policy Owner") and who elects
to transfer into the Fixed Accumulation Feature, Account Value is the current
value of the Fixed Accumulation Feature plus the value of the Loan Account under
the policy.
 
The following definition is added:
 
    Fixed Accumulation Feature:  Part of the General Account of Hartford to
which a New York Policy Owner may allocate the entire Account Value.
 
The definition of Loan Account is deleted and the following definition is
substituted:
 
    Loan Account:  An account in Hartford's General Account, established for any
amounts transferred from the Sub-Accounts or, if a New York Policy Owner, from
the Fixed Accumulation Feature 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.
 
The following is added to the Prospectus as a separate section following the
section entitled "Separate Account Five":
 
                         THE FIXED ACCUMULATION FEATURE
 
THAT PORTION OF THE POLICY RELATING TO THE FIXED ACCUMULATION FEATURE IS NOT
REGISTERED UNDER THE SECURITIES ACT OF 1933 ("1933 ACT") AND THE FIXED
ACCUMULATION FEATURE IS NOT REGISTERED AS AN INVESTMENT COMPANY UNDER THE
INVESTMENT COMPANY ACT OF 1940 ("1940 ACT"). ACCORDINGLY, NEITHER THE FIXED
ACCUMULATION FEATURE NOR ANY INTERESTS THEREIN ARE SUBJECT TO THE PROVISIONS OR
RESTRICTIONS OF THE 1933 ACT OR THE 1940 ACT, AND THE DISCLOSURE REGARDING THE
FIXED ACCUMULATION FEATURE HAS NOT BEEN REVIEWED BY THE STAFF OF THE SECURITIES
AND EXCHANGE COMMISSION. THE FOLLOWING DISCLOSURE ABOUT THE FIXED ACCUMULATION
FEATURE MAY BE SUBJECT TO CERTAIN GENERALLY APPLICABLE PROVISIONS OF THE FEDERAL
SECURITIES LAWS REGARDING THE ACCURACY AND COMPLETENESS OF DISCLOSURE.
 
Under the circumstances described under the heading "Transfer of Entire Account
Value to the Fixed Accumulation Feature." New York Policy Owners may transfer no
less than the entire Account Value to the Fixed Accumulation Feature. Account
Value transferred to the Fixed Accumulation Feature becomes part of the general
assets of Hartford. Hartford invests the assets of the General Account in
accordance with applicable laws governing the investment of insurance company
general accounts.
 
Hartford currently credits interest to the Account Value transferred to the
Fixed Accumulation Feature under the policy at the Minimum Credited Rate of 3%
per year, compounded annually. Hartford reserves the right to credit a lower
minimum interest rate according to state law. Hartford may also credit interest
at rates greater than the minimum Fixed Accumulation Feature interest rate.
There is no specific formula for determining the interest credited to the
Account Value in the Fixed Accumulation Feature.
 
The following language is added to the section of the Prospectus entitled
"Charges and Deductions -- Administrative Charge":
 
No Administrative Charge is deducted from Sub-Account Value in the Fixed
Accumulation Feature.
 
The following language is added to the section of the Prospectus entitled
"Charges and Deductions -- Mortality and Expense Risk Charge":
 
No Mortality and Expense Risk Charge is deducted from Sub-Account Value in the
Fixed Accumulation Feature.
 
The following separate sections are added to the section of the Prospectus
entitled "Your Policy":
 
TRANSFER OF ENTIRE ACCOUNT VALUE TO THE FIXED ACCUMULATION FEATURE
 
New York Policy Owners may transfer no less than the entire Account Value into
the Fixed Accumulation Feature under the following circumstances: (i) during the
first 18 months following the Date of Issue, (ii) within 30 days following a
Policy Anniversary, or (iii) within 60 days following the effective date of a
material change in the investment policy of the Separate Account which the New
York Policy Owner objects to.
 
A TRANSFER TO THE FIXED ACCUMULATION FEATURE MUST BE FOR THE ENTIRE ACCOUNT
VALUE AND ONCE THE ACCOUNT VALUE HAS
 
                            24    - PROSPECTUS
<PAGE>
BEEN TRANSFERRED TO THE FIXED ACCUMULATION FEATURE, IT MAY NOT, UNDER ANY
CIRCUMSTANCES, BE TRANSFERRED BACK TO THE SEPARATE ACCOUNT.
 
For New York Policy Owners who elect to invest in the Fixed Accumulation
Feature, Hartford will transfer the entire Account Value from the Separate
Account to the Fixed Accumulation Feature on the Monthly Activity Date next
following the date on which Hartford received the transfer request. The Account
Value in the Fixed Accumulation Feature on the date of transfer equals the
entire Account Value; plus the value of the Loan Account; minus the Monthly
Deduction Amount applicable to the Fixed Accumulation Feature and minus the
Annual Maintenance Fee, if applicable. On each subsequent Monthly Activity Date,
the Account Value in the Fixed Accumulation Feature equals the Account Value on
the previous Monthly Activity Date; plus any premiums received since the last
Monthly Activity Date; plus interest credited since the last Monthly Activity
Date; minus the Monthly Deduction Amount applicable to the Fixed Accumulation
Feature; minus any partial surrenders taken since the last Monthly Activity Date
and minus any Surrender Charges deducted since the last Monthly Deduction Date.
On each Valuation Date (other than a Monthly Activity Date), the Account Value
of the Fixed Accumulation Feature equals the Account Value on the previous
Monthly Activity Date; plus any premiums received since the last Monthly
Activity Date; plus any interest credited since the last Monthly Activity Date;
minus any partial surrenders taken since the last Monthly Activity Date and
minus any Surrender Charges deducted since the last Monthly Activity Date.
 
DEFERRED PAYMENTS
 
Hartford reserves the right to defer payment of any Cash Surrender Values and
loan amounts which are attributable to the Fixed Accumulation Feature for up to
six months from the date of request. If payment is deferred for more than ten
days, Hartford will pay interest at the Fixed Accumulation Feature Minimum
Credited Interest Rate.
 
                            25    - PROSPECTUS
<PAGE>
                                     PART B
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION
HARTFORD LIFE INSURANCE COMPANY
SEPARATE ACCOUNT FIVE
      -------------------------------------------------------------------
 
This Statement of Additional Information is not a prospectus. We will send you a
prospectus if you write us at P.O. Box 2999, Hartford, CT 06104-2999, or if you
call us at 1-800-231-5453.
 
Date of Prospectus: May 3, 1999
Date of Statement of Additional Information: May 3, 1999
<PAGE>
TABLE OF CONTENTS
      -------------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                          PAGE
<S>                                                     <C>
- -----------------------------------------------------------------
   General Information and History                              3
- -----------------------------------------------------------------
   Services                                                     5
- -----------------------------------------------------------------
   Experts                                                      5
- -----------------------------------------------------------------
   Distribution of the Policies                                 5
- -----------------------------------------------------------------
   Additional Information About Charges                         6
- -----------------------------------------------------------------
   Illustration of Benefits                                     7
- -----------------------------------------------------------------
   Financial Statements                                      SA-1
- -----------------------------------------------------------------
</TABLE>
 
                            2     - PROSPECTUS
<PAGE>
GENERAL INFORMATION AND HISTORY
      -------------------------------------------------------------------
 
HARTFORD LIFE INSURANCE COMPANY. Hartford Life Insurance Company is a stock life
insurance company engaged in the business of writing life insurance, both
individual and group, in all states of the United States and the District of
Columbia. We were originally incorporated under the laws of Massachusetts on
June 5, 1902, and subsequently redomiciled to Connecticut. Our offices are
located in Simsbury, Connecticut; however, our mailing address is P.O. Box 2999,
Hartford, CT 06104-2999. We are ultimately controlled by The Hartford Financial
Services Group, Inc., one of the largest financial service providers in the
United States.
 
The following table shows a brief description of the business experience of
officers and directors of Hartford Life Insurance Company:
 
<TABLE>
<CAPTION>
                                  POSITION WITH                          OTHER BUSINESS PROFESSION,
                                    HARTFORD;                          VOCATION OR EMPLOYMENT FOR PAST
NAME                            YEAR OF ELECTION                       FIVE YEARS; OTHER DIRECTORSHIPS
<S>                       <C>                            <C>
Wendell J. Bossen         Vice President, 1992**         Vice President (1992-Present), Hartford Life and Accident
                                                         Insurance Company; President (1992-Present), International
                                                         Corporate Marketing Group, Inc.; Executive Vice President
                                                         (1984-1992), Mutual Benefit.
 
Gregory A. Boyko          Senior Vice President,         Vice President and Controller (1995-1997), Hartford Life
                          Director 1997                  Insurance Company; Director (1997-Present); Senior Vice
                                                         President (1997-Present), Chief Financial Officer &
                                                         Treasurer (1997-1998); Vice President & Controller
                                                         (1995-1997), Hartford Life and Accident Insurance Company;
                                                         Senior Vice President, Chief Financial Officer & Treasurer
                                                         (1997-Present), Hartford Life, Inc.; Chief Financial
                                                         Officer (1994-1995), IMG American Life; Senior Vice
                                                         President (1992-1994), Connecticut Mutual Life Insurance
                                                         Company.
 
Peter W. Cummins          Senior Vice President, 1997    Vice President (1989-1997); Director of Broker Dealer
                                                         Sales-ILAD (1989-1992), Hartford; Senior Vice President
                                                         (1997-Present) Vice President (1989-1997); Director of
                                                         Broker Dealer Sales-ILAD (1989-1991), Hartford Life and
                                                         Accident Insurance Company.
 
Timothy M. Fitch          Vice President, 1995           Assistant Vice President (1992-1995), Hartford; Vice
                                                         President (1995-Present); Actuary (1994-Present); Assistant
                                                         Vice President (1992-1995), Hartford Life and Accident
                                                         Insurance Company.
 
Mary Jane B. Fortin       Vice President & Chief         Vice President & Chief Accounting Officer, (1998-Present),
                          Accounting Officer, 1998       Hartford Life & Annuity Insurance Company; Vice President &
                                                         Chief Accounting Officer, (1998-Present), Royal Life
                                                         Insurance Company of America; Vice President & Chief
                                                         Accounting Officer (1998-Present) Alpine Life Insurance
                                                         Company; Chief Accounting Officer (1997-Present), Hartford
                                                         Life, Inc.; Director, Finance (1995-1997), Value Health,
                                                         Inc.; Senior Manager (1993-1995), Coopers and Lybrand;
                                                         Audit Manager (1993-1996) Arthur Andersen & Co.
 
David T. Foy              Senior Vice President and      Senior Vice President (1998-Present), Vice President
                          Treasurer, 1998                (1998), Assistant Vice President (1995-1998), Hartford;
                                                         Senior Vice President (1998-Present), Hartford Life and
                                                         Accident Insurance Company; Director, Strategic Planning
                                                         Corporate Finance (1995-1996), IA Product Development
                                                         (1994-1995), Hartford; Various Actuarial Roles (1989-1993),
                                                         Milliman & Robertson.
</TABLE>
 
                            3     - PROSPECTUS
<PAGE>
<TABLE>
<CAPTION>
                                  POSITION WITH                          OTHER BUSINESS PROFESSION,
                                    HARTFORD;                          VOCATION OR EMPLOYMENT FOR PAST
NAME                            YEAR OF ELECTION                       FIVE YEARS; OTHER DIRECTORSHIPS
<S>                       <C>                            <C>
Lynda Godkin              Senior Vice President, 1997    Associate General Counsel (1995-1996); Assistant General
                          General Counsel, 1996          Counsel and Secretary (1994-1995); Counsel (1990-1994),
                          Corporate Secretary, 1995      Hartford; Director (1997-Present); Senior Vice President
                          Director, 1997                 (1997-Present); General Counsel (1996-Present); Corporate
                                                         Secretary (1995-Present); Associate General Counsel
                                                         (1995-1996); Assistant General Counsel and Secretary
                                                         (1994-1995); Counsel (1990-1994), Hartford Life and
                                                         Accident Insurance Company; Vice President and General
                                                         Counsel (1997-Present), Hartford Life, Inc.
 
Lois W. Grady             Senior Vice President, 1998    Vice President (1993-1998); Assistant Vice President
                                                         (1987-1993), Hartford; Senior Vice President, 1998); Vice
                                                         President (1993-1997); Assistant Vice President
                                                         (1987-1993), Hartford Life and Accident Insurance Company.
 
Stephen T. Joyce          Vice President, 1997           Assistant Vice President (1994-1997), Hartford; Assistant
                                                         Vice President (1994-1997), Hartford Life and Accident
                                                         Insurance Company.
 
Michael D. Keeler         Vice President, 1998           Vice President (1998-Present); Hartford Life and Accident
                                                         Insurance Company; Vice President (1995-1997), Providian
                                                         Insurance; Supervisor/Manager (1985-1995), U.S. West
                                                         Communications.
 
Robert A. Kerzner         Senior Vice President, 1998    Vice President, (1995-1998); Regional Vice President
                                                         (1991-1994), Hartford; Vice President (1994-1997), Hartford
                                                         Life and Accident Insurance Company.
 
Thomas M. Marra           Executive Vice President,      Senior Vice President (1994-1995); Vice President
                          1995                           (1989-1994); Actuary (1987-1995), Hartford; Director
                          Director, 1994*                (1994-Present); Executive Vice President (1995-Present);
                                                         Senior Vice President (1994-1995); Director, Individual
                                                         Life and Annuity Division (1994-Present); Actuary
                                                         (1987-1997), Hartford Life and Accident Insurance Company;
                                                         Executive Vice President, Individual Life and Annuities
                                                         (1997-Present), Hartford Life, Inc.
 
Joseph J. Noto            Vice President, 1989           Executive Vice President & Chief Operating Officer
                                                         (1997-Present); Director (1994-Present); President
                                                         (1994-1997), American Maturity Life Insurance Company; Vice
                                                         President (1989-1997), Hartford Life and Accident Insurance
                                                         Company.
 
Craig R. Raymond          Senior Vice President, 1997    Vice President (1993-1997); Assistant Vice President
                          Chief Actuary, 1994            (1992-1993); Actuary (1990-1994), Hartford; Senior Vice
                                                         President (1997-Present); Chief Actuary (1995-Present);
                                                         Vice President (1993-1997); Actuary (1990-1995), Hartford
                                                         Life and Accident Insurance Company; Vice President and
                                                         Chief Actuary (1997-Present), Hartford Life, Inc.
 
Donald A. Salama          Vice President, 1997           Vice President (1997-Present), Hartford Life and Accident
                                                         Insurance Company; Principal and Director Institutional
                                                         Sales (1995-1998), The Vanguard Group; Senior Vice
                                                         President (1994-1995), Mercantile Ban-corporation; Vice
                                                         President (1988-1994), Bankers Trust Company.
</TABLE>
 
                            4     - PROSPECTUS
<PAGE>
<TABLE>
<CAPTION>
                                  POSITION WITH                          OTHER BUSINESS PROFESSION,
                                    HARTFORD;                          VOCATION OR EMPLOYMENT FOR PAST
NAME                            YEAR OF ELECTION                       FIVE YEARS; OTHER DIRECTORSHIPS
<S>                       <C>                            <C>
Lowndes A. Smith          President, 1989                Chief Operating Officer (1989-1997), Hartford; Director
                          Chief Executive Officer,       (1981-Present); President (1989-Present); Chief Executive
                          1997                           Officer (1997-Present); Chief Operating Officer
                          Director, 1981*                (1989-1997), Hartford Life and Accident Insurance Company;
                                                         Chief Executive Officer and President and Director
                                                         (1997-Present), Hartford Life, Inc.
 
David M. Znamierowski     Senior Vice President, 1997    Vice President (1997), Hartford; Director (1998-Present);
                          Director, 1998*                Senior Vice President (1997-Present); Hartford Life and
                                                         Accident Insurance Company; Vice President, Investment
                                                         Strategy (1997-Present), Hartford Life, Inc.; Vice
                                                         President, Investment Strategy & Policy (1991-1996), Aetna
                                                         Life and Casualty.
</TABLE>
 
- ------------------------
 * Denotes date of election to Board of Directors of Hartford.
** Affiliated Company of The Hartford Financial Services Group, Inc.
 
Unless otherwise indicated, the principal business address of each of the above
individuals is P.O. Box 2999, Hartford, CT 06104-2999.
 
SEPARATE ACCOUNT FIVE was established as a separate account under Connecticut
law on July 25, 1994. The Separate Account is classified as a unit investment
trust registered with the Securities and Exchange Commission under the
Investment Company Act of 1940.
 
SERVICES
      -------------------------------------------------------------------
 
SAFEKEEPING OF ASSETS. The assets of the Separate Account are held by Hartford.
The assets of the Separate Account are kept physically segregated and held
separate and apart from the General Account of Hartford. 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 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
Hartford.
 
EXPERTS
      -------------------------------------------------------------------
 
INDEPENDENT PUBLIC ACCOUNTANTS. The audited financial statements and financial
statement schedules included in this registration statement have been audited by
Arthur Andersen LLP, independent public accountants, as indicated in their
reports with respect thereto, and are included herein in reliance upon the
authority of said firm as experts in giving said reports. The principal business
address of Arthur Andersen LLP is One Financial Plaza, Hartford, Connecticut
06103.
 
ACTUARIAL EXPERT. The hypothetical Policy illustrations included in this
Statement of Additional Information and the registration statement with respect
to the Separate Account have been approved by Michael Winterfield, FSA, MAAA,
Assistant Vice President and Director, Individual Annuity Product Management,
for Hartford, and are included in reliance upon his opinion as to their
reasonableness.
 
DISTRIBUTION OF THE POLICIES
      -------------------------------------------------------------------
 
Hartford intends to sell the Policies in all jurisdictions where it is licensed
to do business. The Policies will be sold by life insurance sales
representatives who represent 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 Policies 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
 
                            5     - PROSPECTUS
<PAGE>
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 affiliates of Hartford. The principal business address of
HESCO and HSD is the same as that of Hartford.
 
The following table shows officers and directors of HSD:
 
<TABLE>
<CAPTION>
Name and
Principal Business
Address                Positions and Offices
<S>                    <C>
- --------------------------------------------------------------
Lowndes A. Smith       President and Chief Executive Officer,
                       Director
- --------------------------------------------------------------
Thomas M. Marra        Executive Vice President, Director
- --------------------------------------------------------------
Robert A. Kerzner      Executive Vice President
- --------------------------------------------------------------
Lynda Godkin           Senior Vice President, General Counsel
                       and Corporate Secretary, Director
- --------------------------------------------------------------
Peter W. Cummins       Senior Vice President
- --------------------------------------------------------------
David T. Foy           Treasurer
- --------------------------------------------------------------
George R. Jay          Controller
- --------------------------------------------------------------
</TABLE>
 
The maximum sales commission payable to Hartford agents, independent registered
insurance brokers, and other registered broker-dealers is 7.0% of initial and
subsequent premiums.
 
Broker-dealers or financial institutions are compensated according to a schedule
set forth by HSD and any applicable rules or regulations for variable insurance
compensation. Compensation is generally based on premium payments made by
policyholders or contract owners. This compensation is usually paid from the
sales charges described in the Prospectus.
 
In addition, a broker-dealer or financial institution may also receive
additional compensation for, among other things, training, marketing or other
services provided. HSD, its affiliates or Hartford may also make compensation
arrangements with certain broker-dealers or financial institutions based on
total sales by the broker-dealer or financial institution of insurance products.
These payments, which may be different for different broker-dealers or financial
institutions, will be made by HSD, its affiliates or Hartford out of their own
assets and will not effect the amounts paid by the policyholders or contract
owners to purchase, hold or surrender variable insurance products.
 
Hartford may provide information on various topics to Policy Owners and
prospective Policy 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 Policies and the characteristics of, and market for, such
alternatives.
 
ADDITIONAL INFORMATION ABOUT CHARGES
      -------------------------------------------------------------------
 
UNDERWRITING PROCEDURES. To purchase a policy you must submit an application to
us. Generally, the minimum initial premium we accept is $10,000. A policy will
be issued only on the lives of insureds age 90 and under who supply evidence of
insurability satisfactory to us. Acceptance is subject to our underwriting rules
and we reserve the right to reject an application for any reason. No change in
the terms or conditions of a policy will be made without your consent.
 
COST OF INSURANCE CHARGE. The cost of insurance charge covers Hartford's
anticipated mortality costs for standard and substandard risks. Current cost of
insurance rates are lower after the tenth Policy 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. The
guaranteed cost of insurance charge is a guaranteed maximum monthly rate,
multiplied by the Coverage Amount on the Policy Date or any Monthly Activity
Date. A table of guaranteed maximum cost of insurance rates per $1,000 will be
included in each Policy; however, Hartford reserves the right to use rates less
than those shown in the Table. For standard risks, the guaranteed maximum cost
of insurance rate is 100% of the 1980 Commissioner's Standard Ordinary
Unismoker, Sex Distinct Age Last Birthday Mortality Table (1980 CSO Table).
Substandard risks will be assessed a higher guaranteed maximum cost of insurance
rate that will not exceed rates based on a multiple of the 1980 CSO Table. The
multiple will be based on the insured's substandard rating. Unisex rates may be
required in some states.
 
                            6     - PROSPECTUS
<PAGE>
ILLUSTRATIONS OF DEATH BENEFITS, ACCOUNT VALUES AND CASH SURRENDER VALUES
      -------------------------------------------------------------------
 
The tables illustrate the way in which a Policy 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 preferred
Policy. The illustrations for the last survivor preferred Policy 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 Policy would be different from those
shown if the rates of return averaged 0%, 6% and 12% over a period of years, but
also fluctuated above or below those averages for individual Policy Years. They
would also differ if any Policy loan were made during the period of time
illustrated.
 
The tables reflect the deductions of current Policy charges and guaranteed
Policy 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 Policy Year take into account an average daily charge equal to an annual
charge of 0.82% 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 annual charge of 0.82% described above) of -0.82%,
5.18% and 11.18%, respectively.
 
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
"Changes to Policy or Separate Account -- Separate Account Taxes").
 
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.
 
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. 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.
 
                            7     - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 45 PREFERRED
                          INITIAL FACE AMOUNT: $40,161
 
  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.18% 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          10,827        9,833        40,161       10,749        9,757        40,161
 2             11,025          11,725       10,740        40,161       11,560       10,579        40,161
 3             11,576          12,700       11,728        40,161       12,439       11,471        40,161
 4             12,155          13,759       12,953        40,161       13,392       12,591        40,161
 5             12,763          14,909       14,123        40,161       14,426       13,646        40,161
 6             13,401          16,158       15,596        40,161       15,550       14,995        40,161
 7             14,071          17,514       16,982        40,161       16,771       16,245        40,161
 8             14,775          18,987       18,692        40,161       18,099       17,808        40,161
 9             15,513          20,586       20,334        40,161       19,544       19,295        40,161
10             16,289          22,323       22,323        40,161       21,120       21,120        40,161
11             17,103          24,330       24,330        40,161       22,934       22,934        40,161
12             17,959          26,521       26,521        40,161       24,930       24,930        40,161
13             18,856          28,913       28,913        41,056       27,130       27,130        40,161
14             19,799          31,526       31,526        43,506       29,561       29,561        40,793
15             20,789          34,384       34,384        46,074       32,237       32,237        43,197
16             21,829          37,511       37,511        48,764       35,167       35,167        45,717
17             22,920          40,922       40,922        52,379       38,363       38,363        49,104
18             24,066          44,642       44,642        56,248       41,848       41,848        52,728
19             25,270          48,699       48,699        60,386       45,649       45,649        56,604
20             26,533          53,126       53,126        64,813       49,797       49,797        60,752
 
25             33,864          82,284       82,284        95,449       76,989       76,989        89,306
35             55,160         197,567      197,567       209,421      184,589      184,589       195,664
- --------------------------------------------------------------------------------------------------------
</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.
 
                            8     - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 45 PREFERRED
                          INITIAL FACE AMOUNT: $40,161
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.18% 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          10,243        9,262        40,161       10,164        9,186        40,161
 2             11,025          10,492        9,532        40,161       10,323        9,367        40,161
 3             11,576          10,748        9,810        40,161       10,476        9,542        40,161
 4             12,155          11,011       10,246        40,161       10,621        9,862        40,161
 5             12,763          11,281       10,540        40,161       10,757       10,023        40,161
 6             13,401          11,559       11,043        40,161       10,883       10,374        40,161
 7             14,071          11,844       11,355        40,161       10,995       10,513        40,161
 8             14,775          12,137       11,876        40,161       11,091       10,836        40,161
 9             15,513          12,438       12,207        40,161       11,167       10,939        40,161
10             16,289          12,747       12,747        40,161       11,221       11,221        40,161
11             17,103          13,131       13,131        40,161       11,294       11,294        40,161
12             17,959          13,526       13,526        40,161       11,342       11,342        40,161
13             18,856          13,935       13,935        40,161       11,360       11,360        40,161
14             19,799          14,357       14,357        40,161       11,345       11,345        40,161
15             20,789          14,793       14,793        40,161       11,293       11,293        40,161
16             21,829          15,243       15,243        40,161       11,197       11,197        40,161
17             22,920          15,707       15,707        40,161       11,048       11,048        40,161
18             24,066          16,187       16,187        40,161       10,839       10,839        40,161
19             25,270          16,682       16,682        40,161       10,557       10,557        40,161
20             26,533          17,193       17,193        40,161       10,190       10,190        40,161
 
25             33,864          20,009       20,009        40,161        6,594        6,594        40,161
35             55,160          27,193       27,193        40,161           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            9     - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 45 PREFERRED
                          INITIAL FACE AMOUNT: $40,161
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.82% 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           9,658        8,691        40,161        9,580        8,614        40,161
 2             11,025           9,327        8,391        40,161        9,156        8,223        40,161
 3             11,576           9,007        8,099        40,161        8,728        7,825        40,161
 4             12,155           8,696        7,966        40,161        8,294        7,570        40,161
 5             12,763           8,395        7,690        40,161        7,853        7,155        40,161
 6             13,401           8,103        7,622        40,161        7,403        6,929        40,161
 7             14,071           7,821        7,362        40,161        6,941        6,489        40,161
 8             14,775           7,547        7,310        40,161        6,463        6,231        40,161
 9             15,513           7,282        7,064        40,161        5,967        5,752        40,161
10             16,289           7,026        7,026        40,161        5,448        5,448        40,161
11             17,103           6,811        6,811        40,161        4,925        4,925        40,161
12             17,959           6,602        6,602        40,161        4,371        4,371        40,161
13             18,856           6,398        6,398        40,161        3,784        3,784        40,161
14             19,799           6,200        6,200        40,161        3,161        3,161        40,161
15             20,789           6,007        6,007        40,161        2,495        2,495        40,161
16             21,829           5,820        5,820        40,161        1,782        1,782        40,161
17             22,920           5,637        5,637        40,161        1,011        1,011        40,161
18             24,066           5,459        5,459        40,161          173          173        40,161
19             25,270           5,285        5,285        40,161           --           --            --
20             26,533           5,117        5,117        40,161           --           --            --
 
25             33,864           4,337        4,337        40,161           --           --            --
35             55,160           3,059        3,059        40,161           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            10    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGE FEMALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $33,334
 
  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.18% 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          10,827        9,833        33,334       10,720        9,729        33,334
 2             11,025          11,725       10,740        33,334       11,502       10,522        33,334
 3             11,576          12,700       11,728        33,334       12,353       11,387        33,334
 4             12,155          13,759       12,953        33,334       13,282       12,482        33,334
 5             12,763          14,909       14,123        33,334       14,295       13,516        33,334
 6             13,401          16,158       15,596        33,334       15,401       14,847        33,334
 7             14,071          17,514       16,982        33,334       16,608       16,084        33,334
 8             14,775          18,987       18,692        33,334       17,925       17,636        33,334
 9             15,513          20,586       20,334        33,334       19,364       19,116        33,334
10             16,289          22,323       22,323        33,334       20,939       20,939        33,334
11             17,103          24,330       24,330        33,334       22,759       22,759        33,334
12             17,959          26,530       26,530        33,334       24,773       24,773        33,334
13             18,856          28,971       28,971        34,186       27,009       27,009        33,334
14             19,799          31,655       31,655        37,036       29,495       29,495        34,509
15             20,789          34,589       34,589        40,122       32,227       32,227        37,382
16             21,829          37,794       37,794        43,463       35,211       35,211        40,492
17             22,920          41,306       41,306        46,675       38,480       38,480        43,482
18             24,066          45,156       45,156        50,122       42,065       42,065        46,691
19             25,270          49,380       49,380        53,824       45,997       45,997        50,137
20             26,533          53,983       53,983        58,841       50,282       50,282        54,807
 
25             33,864          84,470       84,470        89,538       78,681       78,681        83,401
35             55,160         203,661      203,661       213,844      187,763      187,763       197,150
- --------------------------------------------------------------------------------------------------------
</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.
 
                            11    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGE FEMALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $33,334
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.18% 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          10,243        9,262        33,334       10,135        9,157        33,334
 2             11,025          10,492        9,532        33,334       10,265        9,310        33,334
 3             11,576          10,748        9,810        33,334       10,390        9,458        33,334
 4             12,155          11,011       10,246        33,334       10,510        9,752        33,334
 5             12,763          11,281       10,540        33,334       10,623        9,890        33,334
 6             13,401          11,559       11,043        33,334       10,727       10,220        33,334
 7             14,071          11,844       11,355        33,334       10,819       10,337        33,334
 8             14,775          12,137       11,876        33,334       10,892       10,638        33,334
 9             15,513          12,438       12,207        33,334       10,943       10,716        33,334
10             16,289          12,747       12,747        33,334       10,967       10,967        33,334
11             17,103          13,131       13,131        33,334       11,006       11,006        33,334
12             17,959          13,526       13,526        33,334       11,014       11,014        33,334
13             18,856          13,935       13,935        33,334       10,989       10,989        33,334
14             19,799          14,357       14,357        33,334       10,930       10,930        33,334
15             20,789          14,793       14,793        33,334       10,829       10,829        33,334
16             21,829          15,243       15,243        33,334       10,677       10,677        33,334
17             22,920          15,707       15,707        33,334       10,460       10,460        33,334
18             24,066          16,187       16,187        33,334       10,159       10,159        33,334
19             25,270          16,682       16,682        33,334        9,752        9,752        33,334
20             26,533          17,193       17,193        33,334        9,215        9,215        33,334
 
25             33,864          20,009       20,009        33,334        3,514        3,514        33,334
35             55,160          27,193       27,193        33,334           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            12    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGE FEMALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $33,334
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.82% 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           9,658        8,691        33,334        9,551        8,586        33,334
 2             11,025           9,327        8,391        33,334        9,098        8,167        33,334
 3             11,576           9,007        8,099        33,334        8,643        7,742        33,334
 4             12,155           8,696        7,966        33,334        8,184        7,461        33,334
 5             12,763           8,395        7,690        33,334        7,720        7,024        33,334
 6             13,401           8,103        7,622        33,334        7,248        6,776        33,334
 7             14,071           7,821        7,362        33,334        6,764        6,313        33,334
 8             14,775           7,547        7,310        33,334        6,262        6,031        33,334
 9             15,513           7,282        7,064        33,334        5,735        5,521        33,334
10             16,289           7,026        7,026        33,334        5,180        5,180        33,334
11             17,103           6,811        6,811        33,334        4,612        4,612        33,334
12             17,959           6,602        6,602        33,334        4,005        4,005        33,334
13             18,856           6,398        6,398        33,334        3,360        3,360        33,334
14             19,799           6,200        6,200        33,334        2,672        2,672        33,334
15             20,789           6,007        6,007        33,334        1,935        1,935        33,334
16             21,829           5,820        5,820        33,334        1,137        1,137        33,334
17             22,920           5,637        5,637        33,334          259          259        33,334
18             24,066           5,459        5,459        33,334           --           --            --
19             25,270           5,285        5,285        33,334           --           --            --
20             26,533           5,117        5,117        33,334           --           --            --
 
25             33,864           4,337        4,337        33,334           --           --            --
35             55,160           3,059        3,059        33,334           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            13    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $19,380
 
  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.18% 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          10,827        9,833        19,380       10,643        9,653        19,380
 2             11,025          11,725       10,740        19,380       11,342       10,365        19,380
 3             11,576          12,700       11,728        19,380       12,106       11,144        19,380
 4             12,155          13,759       12,953        19,380       12,948       12,154        19,380
 5             12,763          14,909       14,123        19,380       13,880       13,106        19,380
 6             13,401          16,158       15,596        19,380       14,919       14,369        19,380
 7             14,071          17,517       16,985        19,794       16,085       15,564        19,380
 8             14,775          19,009       18,714        21,099       17,405       17,118        19,380
 9             15,513          20,641       20,390        22,499       18,892       18,645        20,592
10             16,289          22,405       22,405        24,421       20,504       20,504        22,349
11             17,103          24,423       24,423        26,377       22,348       22,348        24,135
12             17,959          26,632       26,632        28,496       24,366       24,366        26,071
13             18,856          29,034       29,034        31,066       26,557       26,557        28,416
14             19,799          31,663       31,663        33,562       28,960       28,960        30,697
15             20,789          34,525       34,525        36,596       31,568       31,568        33,462
16             21,829          37,661       37,661        39,543       34,433       34,433        36,154
17             22,920          41,070       41,070        43,123       37,544       37,544        39,420
18             24,066          44,792       44,792        47,031       40,917       40,917        42,962
19             25,270          48,853       48,853        51,295       44,571       44,571        46,799
20             26,533          53,286       53,286        55,949       48,525       48,525        50,950
 
25             33,864          82,517       82,517        86,642       73,681       73,681        77,365
35             55,160         197,898      197,898       199,876      171,445      171,445       173,159
- --------------------------------------------------------------------------------------------------------
</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.
 
                            14    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $19,380
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.18% 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          10,243        9,262        19,380       10,055        9,079        19,380
 2             11,025          10,492        9,532        19,380       10,090        9,138        19,380
 3             11,576          10,748        9,810        19,380       10,101        9,174        19,380
 4             12,155          11,011       10,246        19,380       10,085        9,334        19,380
 5             12,763          11,281       10,540        19,380       10,038        9,312        19,380
 6             13,401          11,559       11,043        19,380        9,952        9,453        19,380
 7             14,071          11,844       11,355        19,380        9,820        9,346        19,380
 8             14,775          12,137       11,876        19,380        9,630        9,382        19,380
 9             15,513          12,438       12,207        19,380        9,369        9,146        19,380
10             16,289          12,747       12,747        19,380        9,023        9,023        19,380
11             17,103          13,131       13,131        19,380        8,611        8,611        19,380
12             17,959          13,526       13,526        19,380        8,079        8,079        19,380
13             18,856          13,935       13,935        19,380        7,403        7,403        19,380
14             19,799          14,357       14,357        19,380        6,551        6,551        19,380
15             20,789          14,793       14,793        19,380        5,481        5,481        19,380
16             21,829          15,243       15,243        19,380        4,133        4,133        19,380
17             22,920          15,707       15,707        19,380        2,425        2,425        19,380
18             24,066          16,187       16,187        19,380          244          244        19,380
19             25,270          16,682       16,682        19,380           --           --            --
20             26,533          17,193       17,193        19,380           --           --            --
 
25             33,864          20,009       20,009        21,009           --           --            --
35             55,160          27,195       27,195        27,467           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            15    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $19,380
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.82% 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           9,658        8,691        19,380        9,468        8,505        19,380
 2             11,025           9,327        8,391        19,380        8,910        7,981        19,380
 3             11,576           9,007        8,099        19,380        8,320        7,425        19,380
 4             12,155           8,696        7,966        19,380        7,695        6,979        19,380
 5             12,763           8,395        7,690        19,380        7,025        6,337        19,380
 6             13,401           8,103        7,622        19,380        6,302        5,839        19,380
 7             14,071           7,821        7,362        19,380        5,512        5,070        19,380
 8             14,775           7,547        7,310        19,380        4,638        4,415        19,380
 9             15,513           7,282        7,064        19,380        3,662        3,453        19,380
10             16,289           7,026        7,026        19,380        2,562        2,562        19,380
11             17,103           6,811        6,811        19,380        1,321        1,321        19,380
12             17,959           6,602        6,602        19,380           --           --            --
13             18,856           6,398        6,398        19,380           --           --            --
14             19,799           6,200        6,200        19,380           --           --            --
15             20,789           6,007        6,007        19,380           --           --            --
16             21,829           5,820        5,820        19,380           --           --            --
17             22,920           5,637        5,637        19,380           --           --            --
18             24,066           5,459        5,459        19,380           --           --            --
19             25,270           5,285        5,285        19,380           --           --            --
20             26,533           5,117        5,117        19,380           --           --            --
 
25             33,864           4,337        4,337        19,380           --           --            --
35             55,160           3,059        3,059        19,380           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            16    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 55 PREFERRED
                         ISSUE AGE FEMALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $44,053
 
  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.18% 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          10,895        9,900        44,053       10,895        9,900        44,053
 2             11,025          11,867       10,879        44,053       11,867       10,879        44,053
 3             11,576          12,922       11,946        44,053       12,922       11,946        44,053
 4             12,155          14,068       13,257        44,053       14,068       13,257        44,053
 5             12,763          15,312       14,520        44,053       15,312       14,520        44,053
 6             13,401          16,662       16,096        44,053       16,662       16,096        44,053
 7             14,071          18,129       17,593        44,053       18,129       17,593        44,053
 8             14,775          19,724       19,425        44,053       19,721       19,422        44,053
 9             15,513          21,461       21,208        44,053       21,449       21,195        44,053
10             16,289          23,355       23,355        44,053       23,325       23,325        44,053
11             17,103          25,546       25,546        44,053       25,468       25,468        44,053
12             17,959          27,947       27,947        44,053       27,810       27,810        44,053
13             18,856          30,575       30,575        44,053       30,377       30,377        44,053
14             19,799          33,454       33,454        44,053       33,195       33,195        44,053
15             20,789          36,607       36,607        44,053       36,297       36,297        44,053
16             21,829          40,066       40,066        46,076       39,721       39,721        45,678
17             22,920          43,857       43,857        49,558       43,479       43,479        49,130
18             24,066          48,009       48,009        53,289       47,594       47,594        52,829
19             25,270          52,559       52,559        57,289       52,105       52,105        56,794
20             26,533          57,565       57,565        62,745       57,059       57,059        62,193
 
25             33,864          90,719       90,719        96,161       89,637       89,637        95,015
35             55,160         225,309      225,309       236,574      214,453      214,453       225,175
- --------------------------------------------------------------------------------------------------------
</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.
 
                            17    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 55 PREFERRED
                         ISSUE AGE FEMALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $44,053
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.18% 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          10,307        9,325        44,053       10,307        9,325        44,053
 2             11,025          10,618        9,655        44,053       10,618        9,655        44,053
 3             11,576          10,932        9,991        44,053       10,932        9,991        44,053
 4             12,155          11,248       10,480        44,053       11,248       10,480        44,053
 5             12,763          11,566       10,821        44,053       11,566       10,821        44,053
 6             13,401          11,893       11,374        44,053       11,883       11,364        44,053
 7             14,071          12,230       11,738        44,053       12,197       11,706        44,053
 8             14,775          12,578       12,315        44,053       12,506       12,243        44,053
 9             15,513          12,936       12,704        44,053       12,805       12,573        44,053
10             16,289          13,306       13,306        44,053       13,090       13,090        44,053
11             17,103          13,755       13,755        44,053       13,412       13,412        44,053
12             17,959          14,221       14,221        44,053       13,715       13,715        44,053
13             18,856          14,704       14,704        44,053       13,994       13,994        44,053
14             19,799          15,204       15,204        44,053       14,244       14,244        44,053
15             20,789          15,722       15,722        44,053       14,457       14,457        44,053
16             21,829          16,259       16,259        44,053       14,625       14,625        44,053
17             22,920          16,815       16,815        44,053       14,733       14,733        44,053
18             24,066          17,392       17,392        44,053       14,765       14,765        44,053
19             25,270          17,989       17,989        44,053       14,699       14,699        44,053
20             26,533          18,608       18,608        44,053       14,511       14,511        44,053
 
25             33,864          22,054       22,054        44,053       10,618       10,618        44,053
35             55,160          31,084       31,084        44,053           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            18    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 55 PREFERRED
                          INITIAL FACE AMOUNT: $44,053
                         ISSUE AGE FEMALE 55 PREFERRED
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.82% 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           9,719        8,750        44,053        9,719        8,750        44,053
 2             11,025           9,438        8,499        44,053        9,438        8,499        44,053
 3             11,576           9,157        8,247        44,053        9,157        8,247        44,053
 4             12,155           8,874        8,141        44,053        8,874        8,141        44,053
 5             12,763           8,598        7,890        44,053        8,587        7,880        44,053
 6             13,401           8,329        7,846        44,053        8,295        7,812        44,053
 7             14,071           8,068        7,607        44,053        7,994        7,534        44,053
 8             14,775           7,814        7,575        44,053        7,682        7,444        44,053
 9             15,513           7,567        7,348        44,053        7,353        7,135        44,053
10             16,289           7,327        7,327        44,053        7,004        7,004        44,053
11             17,103           7,129        7,129        44,053        6,655        6,655        44,053
12             17,959           6,936        6,936        44,053        6,273        6,273        44,053
13             18,856           6,747        6,747        44,053        5,851        5,851        44,053
14             19,799           6,563        6,563        44,053        5,384        5,384        44,053
15             20,789           6,383        6,383        44,053        4,861        4,861        44,053
16             21,829           6,207        6,207        44,053        4,271        4,271        44,053
17             22,920           6,035        6,035        44,053        3,598        3,598        44,053
18             24,066           5,867        5,867        44,053        2,819        2,819        44,053
19             25,270           5,703        5,703        44,053        1,906        1,906        44,053
20             26,533           5,542        5,542        44,053          830          830        44,053
 
25             33,864           4,794        4,794        44,053           --           --            --
35             55,160           3,535        3,535        44,053           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            19    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                         ISSUE AGE FEMALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $27,778
 
  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.18% 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          10,890        9,895        27,778       10,890        9,895        27,778
 2             11,025          11,847       10,860        27,778       11,847       10,860        27,778
 3             11,576          12,878       11,903        27,778       12,877       11,902        27,778
 4             12,155          14,002       13,192        27,778       13,985       13,176        27,778
 5             12,763          15,226       14,436        27,778       15,180       14,390        27,778
 6             13,401          16,560       15,994        27,778       16,470       15,905        27,778
 7             14,071          18,014       17,479        27,778       17,865       17,331        27,778
 8             14,775          19,598       19,300        27,778       19,379       19,082        27,778
 9             15,513          21,325       21,071        27,778       21,027       20,774        27,778
10             16,289          23,206       23,206        27,778       22,831       22,831        27,778
11             17,103          25,383       25,383        27,778       24,922       24,922        27,778
12             17,959          27,768       27,768        29,711       27,253       27,253        29,160
13             18,856          30,379       30,379        32,505       29,803       29,803        31,889
14             19,799          33,240       33,240        35,234       32,594       32,594        34,550
15             20,789          36,373       36,373        38,554       35,635       35,635        37,772
16             21,829          39,804       39,804        41,793       38,964       38,964        40,912
17             22,920          43,562       43,562        45,739       42,589       42,589        44,718
18             24,066          47,677       47,677        50,061       46,528       46,528        48,854
19             25,270          52,185       52,185        54,794       50,805       50,805        53,345
20             26,533          57,155       57,155        60,012       55,474       55,474        58,247
 
25             33,864          90,073       90,073        94,576       85,114       85,114        89,369
35             55,160         223,706      223,706       225,942      198,956      198,956       200,945
- --------------------------------------------------------------------------------------------------------
</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.
 
                            20    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                         ISSUE AGE FEMALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $27,778
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.18% 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          10,302        9,320        27,778       10,302        9,320        27,778
 2             11,025          10,598        9,636        27,778       10,598        9,636        27,778
 3             11,576          10,895        9,955        27,778       10,886        9,945        27,778
 4             12,155          11,202       10,434        27,778       11,161       10,394        27,778
 5             12,763          11,517       10,774        27,778       11,421       10,678        27,778
 6             13,401          11,843       11,325        27,778       11,661       11,145        27,778
 7             14,071          12,179       11,687        27,778       11,876       11,387        27,778
 8             14,775          12,525       12,262        27,778       12,057       11,796        27,778
 9             15,513          12,881       12,649        27,778       12,194       11,963        27,778
10             16,289          13,249       13,249        27,778       12,276       12,276        27,778
11             17,103          13,697       13,697        27,778       12,342       12,342        27,778
12             17,959          14,161       14,161        27,778       12,330       12,330        27,778
13             18,856          14,641       14,641        27,778       12,225       12,225        27,778
14             19,799          15,139       15,139        27,778       12,009       12,009        27,778
15             20,789          15,655       15,655        27,778       11,658       11,658        27,778
16             21,829          16,189       16,189        27,778       11,136       11,136        27,778
17             22,920          16,743       16,743        27,778       10,399       10,399        27,778
18             24,066          17,317       17,317        27,778        9,383        9,383        27,778
19             25,270          17,911       17,911        27,778        8,005        8,005        27,778
20             26,533          18,527       18,527        27,778        6,153        6,153        27,778
 
25             33,864          21,958       21,958        27,778           --           --            --
35             55,160          30,947       30,947        31,256           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            21    - PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE
      -------------------------------------------------------------------
                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                          ISSUE AGE MALE 65 PREFERRED
                         ISSUE AGE FEMALE 65 PREFERRED
                          INITIAL FACE AMOUNT: $27,778
 
   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.82% 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           9,714        8,746        27,778        9,714        8,746        27,778
 2             11,025           9,419        8,480        27,778        9,419        8,480        27,778
 3             11,576           9,127        8,217        27,778        9,110        8,200        27,778
 4             12,155           8,844        8,111        27,778        8,784        8,052        27,778
 5             12,763           8,568        7,861        27,778        8,435        7,730        27,778
 6             13,401           8,300        7,817        27,778        8,059        7,578        27,778
 7             14,071           8,040        7,579        27,778        7,646        7,189        27,778
 8             14,775           7,787        7,548        27,778        7,186        6,950        27,778
 9             15,513           7,541        7,322        27,778        6,666        6,449        27,778
10             16,289           7,301        7,301        27,778        6,068        6,068        27,778
11             17,103           7,104        7,104        27,778        5,398        5,398        27,778
12             17,959           6,912        6,912        27,778        4,611        4,611        27,778
13             18,856           6,723        6,723        27,778        3,681        3,681        27,778
14             19,799           6,540        6,540        27,778        2,582        2,582        27,778
15             20,789           6,360        6,360        27,778        1,276        1,276        27,778
16             21,829           6,185        6,185        27,778           --           --            --
17             22,920           6,013        6,013        27,778           --           --            --
18             24,066           5,846        5,846        27,778           --           --            --
19             25,270           5,682        5,682        27,778           --           --            --
20             26,533           5,522        5,522        27,778           --           --            --
 
25             33,864           4,776        4,776        27,778           --           --            --
35             55,160           3,521        3,521        27,778           --           --            --
- --------------------------------------------------------------------------------------------------------
</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.
 
                            22    - PROSPECTUS
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
To Hartford Life Insurance Company Putnam Capital Manager Trust
Separate Account Five and to the Owners of Units of Interest therein:
 
We have audited the accompanying statements of assets and liabilities of
Hartford Life Insurance Company Putnam Capital Manager Trust Separate Account
Five (Asia Pacific Growth, Diversified Income, The George Putnam Fund of Boston,
Global Asset Allocation, Global Growth, Growth and Income, Health Sciences, High
Yield, International Growth, International Growth and Income, International New
Opportunities, Investors, Money Market, New Opportunities, New Value, OTC &
Emerging Growth, Research, U.S. Government and High Quality Bond, Utilities
Growth and Income, Vista, and Voyager), (collectively, the Account) as of
December 31, 1998, and the related statements of operations and the statements
of changes in net assets for the periods presented. These financial statements
are the responsibility of the Account's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of the Account as of December 31,
1998, and the results of their operations and the changes in their net assets
for the periods presented in conformity with generally accepted accounting
principles.
 
Hartford, Connecticut
February 15, 1999                ARTHUR ANDERSEN LLP
 
                                SA-1  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Assets and Liabilities
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
December 31, 1998                                             Asia         Diversified The George   Global      Global
                                                              Pacific      Income      Putnam Fund  Asset       Growth
                                                              Growth       Sub-Account of Boston    Allocation  Sub-Account
                                                              Sub-Account              Sub-Account  Sub-Account
- --------------------------------------------------------------------------------------------------------------------------
<S>                                                           <C>          <C>         <C>          <C>         <C>
ASSETS
Investments:
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT ASIA PACIFIC GROWTH FUND
 Shares 67,687
 Cost $696,405
 .........................................................................................................................
   Market Value:                                                $563,830   $       --  $       --   $       --  $       --
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT DIVERSIFIED INCOME FUND
 Shares 176,335
 Cost $1,915,177
 .........................................................................................................................
   Market Value:                                                      --    1,849,752          --           --          --
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT THE GEORGE PUTNAM FUND OF BOSTON
 Shares 1,399
 Cost $14,086
 .........................................................................................................................
   Market Value:                                                      --           --      14,379           --          --
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT GLOBAL ASSET ALLOCATION FUND
 Shares 100,935
 Cost $1,646,624
 .........................................................................................................................
   Market Value:                                                      --           --          --    1,912,715          --
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT GLOBAL GROWTH FUND
 Shares 467,141
 Cost $7,293,679
 .........................................................................................................................
   Market Value:                                                      --           --          --           --   9,473,627
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT GROWTH AND INCOME FUND
 Shares 843,598
 Cost $19,296,954
 .........................................................................................................................
   Market Value:                                                      --           --          --           --          --
- --------------------------------------------------------------------------------------------------------------------------
PUTNAM VT HEALTH SCIENCES FUND
 Shares 10,109
 Cost $101,057
 .........................................................................................................................
   Market Value:                                                      --           --          --           --          --
- --------------------------------------------------------------------------------------------------------------------------
Due from Hartford Life Insurance Company                              --           --       9,386           --          73
 .........................................................................................................................
Receivable from fund shares sold                                      --           --          --           --          --
 .........................................................................................................................
Total Assets                                                     563,830    1,849,752      23,765    1,912,715   9,473,700
 .........................................................................................................................
LIABILITIES
Due to Hartford Life Insurance Company                                --           --          --           --          --
 .........................................................................................................................
Payable for fund shares purchased                                     --           --       9,265           --          68
 .........................................................................................................................
TOTAL LIABILITIES                                                     --           --       9,265           --          68
- --------------------------------------------------------------------------------------------------------------------------
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)               $  563,830   $1,849,752  $   14,500   $1,912,715  $9,473,632
- --------------------------------------------------------------------------------------------------------------------------
 
<CAPTION>
December 31, 1998                                             Growth       Health
                                                              and Income   Sciences
                                                              Sub-Account  Sub-Account
 
- --------------------------------------------------------------------------------------------------
<S>                                                           <C>          <C>
ASSETS
Investments:
- ---------------------------------------------------------------------------------------------------------------
PUTNAM VT ASIA PACIFIC GROWTH FUND
 Shares 67,687
 Cost $696,405
 ...........................................................
   Market Value:                                              $        --  $       --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT DIVERSIFIED INCOME FUND
 Shares 176,335
 Cost $1,915,177
 ...........................................................
   Market Value:                                                       --          --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT THE GEORGE PUTNAM FUND OF BOSTON
 Shares 1,399
 Cost $14,086
 ...........................................................
   Market Value:                                                       --          --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT GLOBAL ASSET ALLOCATION FUND
 Shares 100,935
 Cost $1,646,624
 ...........................................................
   Market Value:                                                       --          --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT GLOBAL GROWTH FUND
 Shares 467,141
 Cost $7,293,679
 ...........................................................
   Market Value:                                                       --          --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT GROWTH AND INCOME FUND
 Shares 843,598
 Cost $19,296,954
 ...........................................................
   Market Value:                                               24,270,325          --
- --------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT HEALTH SCIENCES FUND
 Shares 10,109
 Cost $101,057
 ...........................................................
   Market Value:                                                       --     110,591
- --------------------------------------------------------------------------------------------------------------------------
 
Due from Hartford Life Insurance Company                           14,271          --
 ...........................................................
Receivable from fund shares sold                                       --          --
 ...........................................................
Total Assets                                                   24,284,596     110,591
 ...........................................................
LIABILITIES
Due to Hartford Life Insurance Company                                 --          --
 ...........................................................
Payable for fund shares purchased                                  14,270          --
 ...........................................................
TOTAL LIABILITIES                                                  14,270          --
- --------------------------------------------------------------------------------------------------------------------------
 
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)               $24,270,326  $  110,591
- --------------------------------------------------------------------------------------------------------------------------
 
</TABLE>
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-2  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Assets and Liabilities (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
December 31, 1998                                              High Yield  International International International Investors
                                                               Sub-Account Growth       Growth and   New          Sub-Account
                                                                           Sub-Account  Income       Opportunities
                                                                                        Sub-Account  Sub-Account
- -----------------------------------------------------------------------------------------------------------------------------
<S>                                                            <C>         <C>          <C>          <C>          <C>
ASSETS
Investments:
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT HIGH YIELD FUND
 Shares 406,011
 Cost $5,021,064
 ............................................................................................................................
   Market Value:                                               $4,750,334   $      --    $      --    $      --    $      --
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT INTERNATIONAL GROWTH FUND
 Shares 43,814
 Cost $509,728
 ............................................................................................................................
   Market Value:                                                       --     592,360           --           --           --
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT INTERNATIONAL GROWTH AND INCOME FUND
 Shares 21,432
 Cost $255,402
 ............................................................................................................................
   Market Value:                                                       --          --      262,325           --           --
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND
 Shares 23,649
 Cost $254,155
 ............................................................................................................................
   Market Value:                                                       --          --           --      271,731           --
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT INVESTORS FUND
 Shares 70,968
 Cost $691,202
 ............................................................................................................................
   Market Value:                                                       --          --           --           --      826,773
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT MONEY MARKET FUND
 Shares 3,953,788
 Cost $3,953,788
 ............................................................................................................................
   Market Value:                                                       --          --           --           --           --
- -----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT NEW OPPORTUNITIES FUND
 Shares 503,756
 Cost $8,189,436
 ............................................................................................................................
   Market Value:                                                       --          --           --           --           --
- -----------------------------------------------------------------------------------------------------------------------------
Due from Hartford Life Insurance Company                               --          --           --           --        2,628
 ............................................................................................................................
Receivable from fund shares sold                                       --          --           --           --           --
 ............................................................................................................................
Total Assets                                                    4,750,334     592,360      262,325      271,731      829,401
 ............................................................................................................................
LIABILITIES
Due to Hartford Life Insurance Company                                 --          --           --           --           --
 ............................................................................................................................
Payable for fund shares purchased                                      --          --           --           --        2,628
 ............................................................................................................................
TOTAL LIABILITIES                                                      --          --           --           --        2,628
- -----------------------------------------------------------------------------------------------------------------------------
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)                $4,750,334   $ 592,360    $ 262,325    $ 271,731    $ 826,773
- -----------------------------------------------------------------------------------------------------------------------------
 
<CAPTION>
December 31, 1998                                              Money       New
                                                               Market      Opportunities
                                                               Sub-Account Sub-Account
 
- -----------------------------------------------------------------------------------------------------------------------------
 
<S>                                                            <C>         <C>
ASSETS
Investments:
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT HIGH YIELD FUND
 Shares 406,011
 Cost $5,021,064
 ............................................................
   Market Value:                                               $       --  $        --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT INTERNATIONAL GROWTH FUND
 Shares 43,814
 Cost $509,728
 ............................................................
   Market Value:                                                       --           --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT INTERNATIONAL GROWTH AND INCOME FUND
 Shares 21,432
 Cost $255,402
 ............................................................
   Market Value:                                                       --           --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT INTERNATIONAL NEW OPPORTUNITIES FUND
 Shares 23,649
 Cost $254,155
 ............................................................
   Market Value:                                                       --           --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT INVESTORS FUND
 Shares 70,968
 Cost $691,202
 ............................................................
   Market Value:                                                       --           --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT MONEY MARKET FUND
 Shares 3,953,788
 Cost $3,953,788
 ............................................................
   Market Value:                                                3,953,788           --
- -----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT NEW OPPORTUNITIES FUND
 Shares 503,756
 Cost $8,189,436
 ............................................................
   Market Value:                                                       --   13,127,885
- -----------------------------------------------------------------------------------------------------------------------------
 
Due from Hartford Life Insurance Company                               --           75
 ............................................................
Receivable from fund shares sold                                    2,483           --
 ............................................................
Total Assets                                                    3,956,271   13,127,960
 ............................................................
LIABILITIES
Due to Hartford Life Insurance Company                              2,465           --
 ............................................................
Payable for fund shares purchased                                      --           68
 ............................................................
TOTAL LIABILITIES                                                   2,465           68
- -----------------------------------------------------------------------------------------------------------------------------
 
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)                $3,953,806  $13,127,892
- -----------------------------------------------------------------------------------------------------------------------------
 
</TABLE>
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-3  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Assets and Liabilities (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
December 31, 1998                                          New          OTC &        Research     U.S.            Utilities
                                                           Value        Emerging     Sub-Account  Government      Growth
                                                           Sub-Account  Growth                    and High        and Income
                                                                        Sub-Account               Quality Bond    Sub-Account
                                                                                                  Sub-Account
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                                        <C>          <C>          <C>          <C>             <C>
ASSETS
Investments:
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT NEW VALUE FUND
 Shares 21,278
 Cost $235,938
 ...........................................................................................................................
   Market Value:                                            $ 255,974    $      --    $      --     $       --    $       --
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT OTC & EMERGING GROWTH FUND
 Shares 906
 Cost $7,908
 ...........................................................................................................................
   Market Value:                                                   --        9,140           --             --            --
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT RESEARCH FUND
 Shares 1,480
 Cost $16,075
 ...........................................................................................................................
   Market Value:                                                   --           --       17,660             --            --
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT U.S. GOVERNMENT AND HIGH QUALITY BOND FUND
 Shares 132,026
 Cost $1,739,970
 ...........................................................................................................................
   Market Value:                                                   --           --           --      1,812,711            --
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT UTILITIES GROWTH & INCOME FUND
 Shares 133,117
 Cost $1,832,694
 ...........................................................................................................................
   Market Value:                                                   --           --           --             --     2,421,391
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT VISTA FUND
 Shares 24,513
 Cost $291,664
 ...........................................................................................................................
   Market Value:                                                   --           --           --             --            --
- ----------------------------------------------------------------------------------------------------------------------------
PUTNAM VT VOYAGER FUND
 Shares 359,357
 Cost $11,274,718
 ...........................................................................................................................
   Market Value:                                                   --           --           --             --            --
- ----------------------------------------------------------------------------------------------------------------------------
Due from Hartford Life Insurance Company                           --           --           --             --            --
 ...........................................................................................................................
Receivable from fund shares sold                                   --           --           --             --            --
 ...........................................................................................................................
Total Assets                                                  255,974        9,140       17,660      1,812,711     2,421,391
 ...........................................................................................................................
LIABILITIES
Due to Hartford Life Insurance Company                             --           --           --             --            --
 ...........................................................................................................................
Payable for fund shares purchased                                  --           --           --             --            --
 ...........................................................................................................................
TOTAL LIABILITIES                                                  --           --           --             --            --
- ----------------------------------------------------------------------------------------------------------------------------
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)             $ 255,974    $   9,140    $  17,660     $1,812,711    $2,421,391
- ----------------------------------------------------------------------------------------------------------------------------
 
<CAPTION>
December 31, 1998                                          Vista        Voyager
                                                           Sub-Account  Sub-Account
 
- ----------------------------------------------------------------------------------------------------------------------------
 
<S>                                                        <C>          <C>
ASSETS
Investments:
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT NEW VALUE FUND
 Shares 21,278
 Cost $235,938
 ........................................................
   Market Value:                                            $      --   $        --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT OTC & EMERGING GROWTH FUND
 Shares 906
 Cost $7,908
 ........................................................
   Market Value:                                                   --            --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT RESEARCH FUND
 Shares 1,480
 Cost $16,075
 ........................................................
   Market Value:                                                   --            --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT U.S. GOVERNMENT AND HIGH QUALITY BOND FUND
 Shares 132,026
 Cost $1,739,970
 ........................................................
   Market Value:                                                   --            --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT UTILITIES GROWTH & INCOME FUND
 Shares 133,117
 Cost $1,832,694
 ........................................................
   Market Value:                                                   --            --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT VISTA FUND
 Shares 24,513
 Cost $291,664
 ........................................................
   Market Value:                                              360,831            --
- ----------------------------------------------------------------------------------------------------------------------------
 
PUTNAM VT VOYAGER FUND
 Shares 359,357
 Cost $11,274,718
 ........................................................
   Market Value:                                                   --    16,476,508
- ----------------------------------------------------------------------------------------------------------------------------
 
Due from Hartford Life Insurance Company                           --            74
 ........................................................
Receivable from fund shares sold                                   --            --
 ........................................................
Total Assets                                                  360,831    16,476,582
 ........................................................
LIABILITIES
Due to Hartford Life Insurance Company                             --            --
 ........................................................
Payable for fund shares purchased                                  --            68
 ........................................................
TOTAL LIABILITIES                                                  --            68
- ----------------------------------------------------------------------------------------------------------------------------
 
NET ASSETS (VARIABLE LIFE CONTRACT LIABILITIES)             $ 360,831   $16,476,514
- ----------------------------------------------------------------------------------------------------------------------------
 
</TABLE>
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-4  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Assets and Liabilities (continued)
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
 December 31, 1998                             Units       Unit        Contract
                                               Owned by    Price       Liability
                                               Participants
 <S>                                           <C>         <C>         <C>
 ---------------------------------------------------------------------------------
 Variable life contracts:
  Asia Pacific Growth Fund                         62,626  $ 9.003084  $  563,830
  ................................................................................
  Diversified Income Fund                         134,053   13.798650   1,849,752
  ................................................................................
  George Putnam Fund                                1,403   10.338503      14,500
  ................................................................................
  Global Asset Allocation Fund                     97,567   19.604138   1,912,715
  ................................................................................
  Global Growth Fund                              467,015   20.285477   9,473,632
  ................................................................................
  Growth and Income Fund                        1,023,024   23.724100  24,270,326
  ................................................................................
  Health Sciences Fund                             10,099   10.950541     110,591
  ................................................................................
  High Yield Fund                                 330,628   14.367617   4,750,334
  ................................................................................
  International Growth Fund                        42,973   13.784342     592,360
  ................................................................................
  International Growth and Income Fund             19,742   13.287617     262,325
  ................................................................................
  International New Opportunities Fund             23,536   11.545331     271,731
  ................................................................................
  Investors Fund                                   71,650   11.539064     826,773
  ................................................................................
  Money Market Fund                             3,224,735    1.226087   3,953,806
  ................................................................................
  New Opportunities Fund                          533,884   24.589388  13,127,892
  ................................................................................
  New Value Fund                                   20,485   12.495592     255,974
  ................................................................................
  OTC & Emerging Fund                                 907   10.074314       9,140
  ................................................................................
  Research Fund                                     1,408   12.540201      17,660
  ................................................................................
  U.S. Government and High Quality Bond Fund      124,856   14.518456   1,812,711
  ................................................................................
  Utilities Growth and Income Fund                109,222   22.169452   2,421,391
  ................................................................................
  Vista Fund                                       24,511   14.721186     360,831
  ................................................................................
  Voyager Fund                                    654,796   25.162820  16,476,514
  ................................................................................
 GRAND TOTAL:                                                          $83,334,788
 ---------------------------------------------------------------------------------
</TABLE>
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-5  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Operations
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 Asia Pacific   Diversified   The George     Global Asset
 December 31, 1998                  Growth         Income        Putnam Fund    Allocation
                                    Sub-Account    Sub-Account   of Boston      Sub-Account
                                                                 Sub-Account*
 ----------------------------------------------------------------------------------------------------
 <S>                                <C>            <C>           <C>            <C>
 INVESTMENT INCOME:
  Dividends                           $ 32,285       $ 70,490        $ 43         $ 41,230
  ...................................................................................................
  Capital gains income                      --         29,940          --          177,098
  ...................................................................................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  ...................................................................................................
  Net realized gain (loss) on
    security transactions              (41,207)         1,671           1           (1,329)
  ...................................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  (39,426)      (131,240)        293           20,104
  ...................................................................................................
  Net gain (loss) on investments       (80,633)      (129,569)        294           18,775
 ----------------------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS                         $(48,348)      $(29,139)       $337         $237,103
 ----------------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Global        Growth        Health
 December 31, 1998                  Growth        and Income    Sciences
                                    Sub-Account   Sub-Account   Sub-Account*
 
 ---------------------------------------------------------------------------------------
 <S>                                <C>           <C>           <C>
 INVESTMENT INCOME:
  Dividends                         $   214,168   $   360,949      $   97
  ................................
  Capital gains income                1,070,840     2,356,273          --
  ................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  ................................
  Net realized gain (loss) on
    security transactions                (1,364)      (18,503)     (8,309)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   920,126       488,209       9,534
  ................................
  Net gain (loss) on investments        918,762       469,706       1,225
 ----------------------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS                       $ 2,203,770   $ 3,186,928      $1,322
 ----------------------------------------------------------------------------------------------------
</TABLE>
 
*From inception, April 30, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-6  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Operations (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 High Yield     International International International
 December 31, 1998                  Sub-Account    Growth        Growth and    New
                                                   Sub-Account   Income        Opportunities
                                                                 Sub-Account   Sub-Account
 -----------------------------------------------------------------------------------------
 <S>                                <C>            <C>           <C>           <C>
 INVESTMENT INCOME:
  Dividends                          $ 364,870       $ 1,961       $  3,220      $   439
  ........................................................................................
  Capital gains income                  57,254            --          8,262           --
  ........................................................................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  ........................................................................................
  Net realized gain (loss) on
    security transactions              (37,700)       (2,248)       (13,163)      (2,535)
  ........................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                 (723,080)       78,151          9,351       30,988
  ........................................................................................
  Net gain (loss) on investments      (760,780)       75,903         (3,812)      28,453
 -----------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS:                       $(338,656)      $77,864       $  7,670      $28,892
 -----------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Investors     Money         New
 December 31, 1998                  Sub-Account*  Market        Opportunities
                                                  Sub-Account   Sub-Account
 
 -----------------------------------------------------------------------------------------
 <S>                                <C>           <C>           <C>
 INVESTMENT INCOME:
  Dividends                           $  1,060      $187,481     $       --
  ................................
  Capital gains income                      --            --        159,622
  ................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  ................................
  Net realized gain (loss) on
    security transactions                 (937)           --        (29,156)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  135,571            --      2,419,602
  ................................
  Net gain (loss) on investments       134,634            --      2,390,446
 -----------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS:                        $135,694      $187,481     $2,550,068
 -----------------------------------------------------------------------------------------
</TABLE>
 
*From inception, April 30, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-7  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Operations (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 New            OTC &          Research      U.S. Government
 December 31, 1998                  Value          Emerging       Sub-Account** and High
                                    Sub-Account    Growth                       Quality Bond
                                                   Sub-Account*                 Sub-Account
 ----------------------------------------------------------------------------------------------
 <S>                                <C>            <C>            <C>           <C>
 INVESTMENT INCOME:
  Dividends                           $ 5,037         $    4         $   28         $ 80,167
  .............................................................................................
  Capital gains income                  5,627             --              1            2,087
  .............................................................................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  .............................................................................................
  Net realized gain (loss) on
    security transactions                 515              1              1            2,683
  .............................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   5,488          1,232          1,585           36,983
  .............................................................................................
  Net gain (loss) on investments        6,003          1,233          1,586           39,666
 ----------------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS:                        $16,667         $1,237         $1,615         $121,920
 ----------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Utilities     Vista          Voyager
 December 31, 1998                  Growth        Sub-Account    Sub-Account
                                    and Income
                                    Sub-Account
 ----------------------------------------------------------------------------------------------
 <S>                                <C>           <C>            <C>
 INVESTMENT INCOME:
  Dividends                           $ 61,115      $    --      $    33,492
  ................................
  Capital gains income                 105,334           --          817,198
  ................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  ................................
  Net realized gain (loss) on
    security transactions                  551       (4,666)         (39,065)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  134,073       48,979        2,366,551
  ................................
  Net gain (loss) on investments       134,624       44,313        2,327,486
 ----------------------------------------------------------------------------------------------
 NET INCREASE (DECREASE) IN NET
   ASSETS RESULTING FROM
   OPERATIONS:                        $301,073      $44,313      $ 3,178,176
 ----------------------------------------------------------------------------------------------
</TABLE>
 
 *From inception, April 30, 1998, to December 31, 1998.
**From inception, October 1, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-8  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Changes in Net Assets
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 Asia Pacific   Diversified   The George     Global
 December 31, 1998                  Growth         Income        Putnam Fund    Asset
                                    Sub-Account    Sub-Account   of Boston      Allocation
                                                                 Sub-Account*   Sub-Account
 ------------------------------------------------------------------------------------------
 <S>                                <C>            <C>           <C>            <C>
 OPERATIONS:
  Net investment income (loss)        $  32,285    $    70,490      $    43     $    41,230
  .........................................................................................
  Capital gains income                       --         29,940           --         177,098
  .........................................................................................
  Net realized gain (loss) on
    security transactions               (41,207)         1,671            1          (1,329)
  .........................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   (39,426)      (131,240)         293          20,104
  .........................................................................................
  Net increase (decrease) in net
    assets resulting from
    operations                          (48,348)       (29,139)         337         237,103
  .........................................................................................
 UNIT TRANSACTIONS:
  Purchases                                  --             --        1,000              --
  .........................................................................................
  Net transfers                         (26,828)       328,011        3,811         (36,615)
  .........................................................................................
  Surrenders                            (92,345)       (54,287)          96         (33,858)
  .........................................................................................
  Net loan activity                      (4,990)           442        9,265          (1,979)
  .........................................................................................
  Cost of insurance                      (4,390)       (12,619)          (9)        (12,944)
  .........................................................................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       (128,553)       261,547       14,163         (85,396)
  .........................................................................................
  Total increase (decrease) in net
    assets                             (176,901)       232,408       14,500         151,707
  .........................................................................................
 NET ASSETS:
  Beginning of period                   740,731      1,617,344           --       1,761,008
 ------------------------------------------------------------------------------------------
  END OF PERIOD                       $ 563,830    $ 1,849,752      $14,500     $ 1,912,715
 ------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Global        Growth         Health
 December 31, 1998                  Growth        and Income     Sciences
                                    Sub-Account   Sub-Account    Sub-Account*
 
 -----------------------------------------------------------------------------------------
 <S>                                <C>           <C>            <C>
 OPERATIONS:
  Net investment income (loss)      $   214,168   $    360,949     $     97
  ................................
  Capital gains income                1,070,840      2,356,273           --
  ................................
  Net realized gain (loss) on
    security transactions                (1,364)       (18,503)      (8,309)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   920,126        488,209        9,534
  ................................
  Net increase (decrease) in net
    assets resulting from
    operations                        2,203,770      3,186,928        1,322
  ................................
 UNIT TRANSACTIONS:
  Purchases                                  68             68        1,000
  ................................
  Net transfers                          54,962      2,023,631      109,086
  ................................
  Surrenders                           (301,472)    (1,114,383)        (590)
  ................................
  Net loan activity                     (15,579)        38,426           --
  ................................
  Cost of insurance                     (55,333)      (138,157)        (227)
  ................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       (317,354)       809,585      109,269
  ................................
  Total increase (decrease) in net
    assets                            1,886,416      3,996,513      110,591
  ................................
 NET ASSETS:
  Beginning of period                 7,587,216     20,273,813           --
 ------------------------------------------------------------------------------------------
  END OF PERIOD                     $ 9,473,632   $ 24,270,326     $110,591
 ------------------------------------------------------------------------------------------
</TABLE>
 
*From inception, April 30, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                  SA-9  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 High Yield     International International  International
 December 31, 1998                  Sub-Account    Growth        Growth         New
                                                   Sub-Account*  and Income     Opportunities
                                                                 Sub-Account    Sub-Account
 --------------------------------------------------------------------------------------------
 <S>                                <C>            <C>           <C>            <C>
 OPERATIONS:
  Net investment income (loss)       $   364,870     $  1,961      $  3,220       $    439
  ...........................................................................................
  Capital gains income                    57,254           --         8,262             --
  ...........................................................................................
  Net realized gain (loss) on
    security transactions                (37,700)      (2,248)      (13,163)        (2,535)
  ...........................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   (723,080)      78,151         9,351         30,988
  ...........................................................................................
  Net increase (decrease) in net
    assets resulting from
    operations                          (338,656)      77,864         7,670         28,892
  ...........................................................................................
 UNIT TRANSACTIONS:
  Purchases                                   --           --            --             --
  ...........................................................................................
  Net transfers                          904,461      376,363        95,761         56,466
  ...........................................................................................
  Surrenders                            (153,503)      (4,974)       (5,988)        (6,199)
  ...........................................................................................
  Net loan activity                      (28,064)        (764)         (886)        (2,292)
  ...........................................................................................
  Cost of insurance                      (32,618)      (2,123)       (1,476)        (1,692)
  ...........................................................................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                         690,276      368,502        87,411         46,283
  ...........................................................................................
  Total increase (decrease) in net
    assets                               351,620      446,366        95,081         75,175
  ...........................................................................................
 NET ASSETS:
  Beginning of period                  4,398,714      145,994       167,244        196,556
 --------------------------------------------------------------------------------------------
  END OF PERIOD                      $ 4,750,334     $592,360      $262,325       $271,731
 --------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Investors      Money          New
 December 31, 1998                  Sub-Account*   Market         Opportunities
                                                   Sub-Account    Sub-Account
 
 --------------------------------------------------------------------------------------------
 <S>                                <C>            <C>            <C>
 OPERATIONS:
  Net investment income (loss)        $  1,060      $   187,481   $         --
  ................................
  Capital gains income                      --               --        159,622
  ................................
  Net realized gain (loss) on
    security transactions                 (937)              --        (29,156)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  135,571               --      2,419,602
  ................................
  Net increase (decrease) in net
    assets resulting from
    operations                         135,694          187,481      2,550,068
  ................................
 UNIT TRANSACTIONS:
  Purchases                              1,000        7,126,691             68
  ................................
  Net transfers                        694,266       (6,976,297)       704,490
  ................................
  Surrenders                            (3,048)         (92,978)      (508,652)
  ................................
  Net loan activity                         --         (144,914)       (12,156)
  ................................
  Cost of insurance                     (1,139)         (28,775)       (74,421)
  ................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       691,079         (116,273)       109,329
  ................................
  Total increase (decrease) in net
    assets                             826,773           71,208      2,659,397
  ................................
 NET ASSETS:
  Beginning of period                       --        3,882,598     10,468,495
 --------------------------------------------------------------------------------------------
  END OF PERIOD                       $826,773      $ 3,953,806   $ 13,127,892
 --------------------------------------------------------------------------------------------
</TABLE>
 
*From inception, April 30, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                 SA-10  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 New            OTC &          Research        U.S. Government
 December 31, 1998                  Value          Emerging       Sub-Account**   and High
                                    Sub-Account    Growth                         Quality Bond
                                                   Sub-Account*                   Sub-Account
 ------------------------------------------------------------------------------------------------
 <S>                                <C>            <C>            <C>             <C>
 OPERATIONS:
  Net investment income (loss)        $   5,037       $    4         $    28        $   80,167
  ...............................................................................................
  Capital gains income                    5,627           --               1             2,087
  ...............................................................................................
  Net realized gain (loss) on
    security transactions                   515            1               1             2,683
  ...............................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                     5,488        1,232           1,585            36,983
  ...............................................................................................
  Net increase (decrease) in net
    assets resulting from
    operations                           16,667        1,237           1,615           121,920
  ...............................................................................................
 UNIT TRANSACTIONS:
  Purchases                                  --        1,000           1,000                --
  ...............................................................................................
  Net transfers                         (40,034)       6,935          15,104           252,563
  ...............................................................................................
  Surrenders                            (10,026)         (22)            (42)          (52,978)
  ...............................................................................................
  Net loan activity                         222           --             (17)            2,786
  ...............................................................................................
  Cost of insurance                      (1,702)         (10)             --           (11,466)
  ...............................................................................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                        (51,540)       7,903          16,045           190,905
  ...............................................................................................
  Total increase (decrease) in net
    assets                              (34,873)       9,140          17,660           312,825
  ...............................................................................................
 NET ASSETS:
  Beginning of period                   290,847           --              --         1,499,886
 ------------------------------------------------------------------------------------------------
  END OF PERIOD                       $ 255,974       $9,140         $17,660        $1,812,711
 ------------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Utilities     Vista         Voyager
 December 31, 1998                  Growth        Sub-Account   Sub-Account
                                    and Income
                                    Sub-Account
 ------------------------------------------------------------------------------------------------
 <S>                                <C>           <C>           <C>
 OPERATIONS:
  Net investment income (loss)      $    61,115    $     --     $     33,492
  ................................
  Capital gains income                  105,334          --          817,198
  ................................
  Net realized gain (loss) on
    security transactions                   551      (4,666)         (39,065)
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   134,073      48,979        2,366,551
  ................................
  Net increase (decrease) in net
    assets resulting from
    operations                          301,073      44,313        3,178,176
  ................................
 UNIT TRANSACTIONS:
  Purchases                                  --          --               68
  ................................
  Net transfers                         227,820     140,107        1,085,936
  ................................
  Surrenders                            (76,662)     (4,900)        (619,410)
  ................................
  Net loan activity                       6,862          --          (12,339)
  ................................
  Cost of insurance                     (15,317)     (1,419)         (92,192)
  ................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                        142,703     133,788          362,063
  ................................
  Total increase (decrease) in net
    assets                              443,776     178,101        3,540,239
  ................................
 NET ASSETS:
  Beginning of period                 1,977,615     182,730       12,936,275
 ------------------------------------------------------------------------------------------------
  END OF PERIOD                     $ 2,421,391    $360,831     $ 16,476,514
 ------------------------------------------------------------------------------------------------
</TABLE>
 
 *From inception, April 30, 1998, to December 31, 1998.
**From inception, October 1, 1998, to December 31, 1998.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                 SA-11  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Changes in Net Assets
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 Asia          Diversified   Global        Global
 December 31, 1997                  Pacific       Income        Asset         Growth
                                    Growth        Sub-Account   Allocation    Sub-Account
                                    Sub-Account                 Sub-Account
 ----------------------------------------------------------------------------------------
 <S>                                <C>           <C>           <C>           <C>
 OPERATIONS:
  Net investment income (loss)        $ 18,881    $    62,554   $    45,684   $   155,488
  .......................................................................................
  Capital gains income                      --          9,861        78,086       167,244
  .......................................................................................
  Net realized gain (loss) on
    security transactions               (4,716)           208           985        (6,243)
  .......................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                 (145,844)        21,960       137,965       601,162
  .......................................................................................
  Net increase (decrease) in net
    assets resulting from
    operations                        (131,679)        94,583       262,720       917,651
  .......................................................................................
 UNIT TRANSACTIONS:
  Purchases                                 --             --            --            --
  .......................................................................................
  Net transfers                         (5,780)       499,003       345,410       880,302
  .......................................................................................
  Surrenders                           (17,461)       (27,995)      (30,466)     (273,522)
  .......................................................................................
  Net loan activity                     (7,128)        (1,526)      (21,786)      (43,107)
  .......................................................................................
  Cost of insurance                     (6,464)        (9,419)      (10,616)      (49,753)
  .......................................................................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       (36,833)       460,063       282,542       513,920
  .......................................................................................
  Total increase (decrease) in net
    assets                            (168,512)       554,646       545,262     1,431,571
  .......................................................................................
 NET ASSETS:
  Beginning of period                  909,242      1,062,698     1,215,746     6,155,645
 ----------------------------------------------------------------------------------------
  END OF PERIOD                       $740,730    $ 1,617,344   $ 1,761,008   $ 7,587,216
 ----------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 Growth         High Yield    International International
 December 31, 1997                  and Income     Sub-Account   Growth        Growth
                                    Sub-Account                  Sub-Account*  and Income
                                                                               Sub-Account*
 ----------------------------------------------------------------------------------------
 <S>                                <C>            <C>           <C>           <C>
 OPERATIONS:
  Net investment income (loss)      $    314,190   $   246,290     $  2,245      $  4,968
  ................................
  Capital gains income                   764,750        28,559           --            --
  ................................
  Net realized gain (loss) on
    security transactions                (11,346)        2,554         (952)          261
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  2,573,528       241,895        4,480        (2,427)
  ................................
  Net increase (decrease) in net
    assets resulting from
    operations                         3,641,122       519,298        5,773         2,802
  ................................
 UNIT TRANSACTIONS:
  Purchases                                   --            --        1,000         1,000
  ................................
  Net transfers                        3,372,228       738,928      141,118       164,247
  ................................
  Surrenders                            (399,306)     (149,096)      (1,312)         (664)
  ................................
  Net loan activity                      (95,139)       16,923           --            --
  ................................
  Cost of insurance                     (114,975)      (26,321)        (585)         (141)
  ................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       2,762,808       580,434      140,221       164,442
  ................................
  Total increase (decrease) in net
    assets                             6,403,930     1,099,732      145,994       167,244
  ................................
 NET ASSETS:
  Beginning of period                 13,869,884     3,298,982           --            --
 ----------------------------------------------------------------------------------------
  END OF PERIOD                     $ 20,273,814   $ 4,398,714     $145,994      $167,244
 ----------------------------------------------------------------------------------------
</TABLE>
 
*From inception, January 2, 1997 to December 31, 1997.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                 SA-12  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
 
Statements of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
 For the Year Ended                 International  Money          New            New
 December 31, 1997                  New            Market         Opportunities  Value
                                    Opportunities  Sub-Account    Sub-Account    Sub-Account*
                                    Sub-Account*
 --------------------------------------------------------------------------------------------
 <S>                                <C>            <C>            <C>            <C>
 OPERATIONS:
  Net investment income (loss)        $    571     $    187,676   $         --     $     --
  ...........................................................................................
  Capital gains income                      --               --             --           --
  ...........................................................................................
  Net realized gain (loss) on
    security transactions                 (583)              --         (5,661)      (2,943)
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  (13,413)              --      1,909,685       14,548
  ...........................................................................................
  Net increase (decrease) in net
    assets resulting from
    operations                         (13,425)         187,676      1,904,024       11,605
  ...........................................................................................
 UNIT TRANSACTIONS:
  Purchases                              1,000        9,479,089             --        1,000
  ...........................................................................................
  Net transfers                        211,827       (9,663,164)     1,158,747      287,299
  ...........................................................................................
  Surrenders                            (2,118)        (119,388)      (294,057)      (8,127)
  ...........................................................................................
  Net loan activity                         (1)        (193,526)       (72,749)          --
  ...........................................................................................
  Cost of insurance                       (727)         (31,033)       (60,495)        (930)
  ...........................................................................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                       209,981         (528,022)       731,446      279,242
  ...........................................................................................
  Total increase (decrease) in net
    assets                             196,556         (340,346)     2,635,470      290,847
  ...........................................................................................
 NET ASSETS:
  Beginning of period                       --        4,222,944      7,833,025           --
 --------------------------------------------------------------------------------------------
  END OF PERIOD                       $196,556     $  3,882,598   $ 10,468,495     $290,847
 --------------------------------------------------------------------------------------------
 
<CAPTION>
 For the Year Ended                 U.S. Government   Utilities     Vista          Voyager
 December 31, 1997                  and High          Growth        Sub-Account*   Sub-Account
                                    Quality Bond      and Income
                                    Sub-Account       Sub-Account
 --------------------------------------------------------------------------------------------
 <S>                                <C>               <C>           <C>            <C>
 OPERATIONS:
  Net investment income (loss)         $   83,063     $    56,715     $     15     $     20,325
  ................................
  Capital gains income                         --          77,339           --          438,026
  ................................
  Net realized gain (loss) on
    security transactions                   1,430           4,906       (6,610)           1,878
  Net unrealized appreciation
    (depreciation) of investments
    during the period                      25,565         280,202       20,188        2,144,618
  ................................
  Net increase (decrease) in net
    assets resulting from
    operations                            110,058         419,162       13,593        2,604,847
  ................................
 UNIT TRANSACTIONS:
  Purchases                                    --              --        1,000               --
  ................................
  Net transfers                           135,429         126,503      170,550        1,437,360
  ................................
  Surrenders                              (24,042)        (29,456)      (1,924)        (346,502)
  ................................
  Net loan activity                        (1,568)        (10,900)          --          (87,887)
  ................................
  Cost of insurance                        (9,754)        (12,352)        (489)         (73,765)
  ................................
  Net increase (decrease) in net
    assets resulting from unit
    transactions                          100,065          73,795      169,137          929,206
  ................................
  Total increase (decrease) in net
    assets                                210,123         492,957      182,730        3,534,053
  ................................
 NET ASSETS:
  Beginning of period                   1,289,764       1,484,659           --        9,402,223
 --------------------------------------------------------------------------------------------
  END OF PERIOD                        $1,499,887     $ 1,977,616     $182,730     $ 12,936,276
 --------------------------------------------------------------------------------------------
</TABLE>
 
*From inception, January 2, 1997 to December 31, 1997.
 
   THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.
 
                                 SA-13  PROSPECTUS
<PAGE>
PUTNAM CAPITAL MANAGER TRUST SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE
COMPANY
Notes to Financial Statements
December 31, 1998
 
1.  ORGANIZATION:
 
Putnam Capital Manager Trust Separate Account Five (the Account) is a separate
investment account within Hartford Life Insurance Company (the Company) and is
registered with the Securities and Exchange Commission (SEC) as a unit
investment trust under the Investment Company Act of 1940, as amended. 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.
 
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 is
accrued as of the ex-dividend date. Capital gains income represents dividends
from the Funds which are characterized as capital gains under tax regulations.
 
B) SECURITY VALUATION -- The investments in shares of the Funds are valued at
the closing net asset value per share as determined by the appropriate Fund as
of December 31, 1998.
 
C) FEDERAL INCOME TAXES -- The operations of the Account form a part of, and are
taxed with, the total operations of the Company, which is taxed as an insurance
company under the Internal Revenue Code. Under current law, no federal income
taxes are payable with respect to the operations of the Account.
 
D) USE OF ESTIMATES -- The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities as of the date of the financial statements and the reported amounts
of income and expenses during the period. Operating results in the future could
vary from the amounts derived from management's estimates.
 
3.  ADMINISTRATION OF THE ACCOUNT AND RELATED CHARGES:
 
A) COST OF INSURANCE -- In accordance with terms of the contracts, the Company
makes deductions for costs of insurance to cover the Company's anticipated
mortality costs. Because a policy's account value and death benefit may vary
from month to month, the cost of insurance charges may also vary.
 
B) MORTALITY AND EXPENSE UNDERTAKINGS -- The Company, as issuer of variable
annuity contracts, provides the mortality and expense undertakings and, with
respect to the Account, receives a maximum annual fee of 0.90% of the Account's
average daily net assets. The Company also provides administrative services and
receives an annual fee of 0.40% of the Account's average daily net assets. These
expenses are reflected in surrenders on the accompanying statements of changes
in net assets.
 
C) DEDUCTION OF ANNUAL MAINTENANCE FEE -- Annual maintenance fees are deducted
through termination of units of interest from applicable contract owners'
accounts, in accordance with the terms of the contracts. These expenses are
reflected in surrenders on the accompanying statements of changes in net assets.
 
D) TAX EXPENSE CHARGE -- The Company will deduct monthly from the account value
a tax expense charge equal to an annual rate of 0.40% for the first ten years.
During the first nine policy years, a premium tax charge will be imposed on full
or partial surrenders at a maximum rate of 2.25%.
 
                            SA-14    PROSPECTUS
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
 
To Hartford Life Insurance Company:
 
We have audited the accompanying Consolidated Balance Sheets of Hartford Life
Insurance Company and subsidiaries as of December 31, 1998 and 1997, and the
related Consolidated Statements of Income, Changes in Stockholder's Equity and
Cash Flows for each of the three years in the period ended December 31, 1998.
These Consolidated Financial Statements and the schedules referred to below are
the responsibility of Hartford Life Insurance Company's management. Our
responsibility is to express an opinion on these financial statements and
schedules based on our audits.
 
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
 
In our opinion, the Consolidated Financial Statements referred to above present
fairly, in all material respects, the financial position of Hartford Life
Insurance Company and subsidiaries as of December 31, 1998 and 1997, and the
results of their operations and their cash flows for each of the three years in
the period ended December 31, 1998 in conformity with generally accepted
accounting principles.
 
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The schedules listed in the Index to
Consolidated Financial Statements and Schedules are presented for the purpose of
complying with the Securities and Exchange Commission's rules and are not part
of the basic financial statements. These schedules have been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, fairly state in all material respects the financial data
required to be set forth therein in relation to the basic financial statements
taken as a whole.
 
Hartford, Connecticut
January 26, 1999                 ARTHUR ANDERSEN LLP
 
                             F-1     PROSPECTUS
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
                       CONSOLIDATED STATEMENTS OF INCOME
              ---------------------------------------------------
<TABLE>
<CAPTION>
                                                        FOR THE YEARS ENDED
                                                            DECEMBER 31,
 <S>                                                  <C>      <C>      <C>
                                               -------------------------------
 
<CAPTION>
 
                                                       1998     1997     1996
 <S>                                                  <C>      <C>      <C>
                                               -------------------------------
                                                           (in millions)
 REVENUES
   Premiums and other considerations                  $2,218   $1,637   $1,705
   Net investment income                               1,759    1,368    1,397
   Net realized capital (losses) gains                    (2)       4     (213)
                                               -------------------------------
                                     TOTAL REVENUES    3,975    3,009    2,889
                                               -------------------------------
 BENEFITS, CLAIMS AND EXPENSES
   Benefits, claims and claim adjustment expenses      1,911    1,379    1,535
   Amortization of deferred policy acquisition
    costs                                                431      335      234
   Dividends to policyholders                            329      240      635
   Other expenses                                        766      586      427
                                               -------------------------------
                TOTAL BENEFITS, CLAIMS AND EXPENSES    3,437    2,540    2,831
                                               -------------------------------
   Income before income tax expense                      538      469       58
   Income tax expense                                    188      167       20
                                               -------------------------------
                                         NET INCOME   $  350   $  302   $   38
                                               -------------------------------
</TABLE>
 
                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
 
                             F-2     PROSPECTUS
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
                          CONSOLIDATED BALANCE SHEETS
              ---------------------------------------------------
 
<TABLE>
<CAPTION>
                                                       AS OF DECEMBER
                                                             31,
 <S>                                                  <C>       <C>
                                               ------------------------
 
                                                       1998      1997
                                               ------------------------
                                                        (in millions,
                                                      except for share
                                                            data)
 ASSETS
   Investments
   Fixed maturities, available for sale, at fair
    value (amortized cost of $14,505 and $13,885)     $14,818   $14,176
   Equity securities, at fair value                        31       180
   Policy loans, at outstanding balance                 6,684     3,756
   Other investments, at cost                             264        47
                                               ------------------------
                                  TOTAL INVESTMENTS    21,797    18,159
                                               ------------------------
   Cash                                                    17        54
   Premiums receivable and agents' balances                17        18
   Reinsurance recoverables                             1,257     6,114
   Deferred policy acquisition costs                    3,754     3,315
   Deferred income tax                                    464       348
   Other assets                                           695       682
   Separate account assets                             90,262    69,055
                                               ------------------------
                                       TOTAL ASSETS   $118,263  $97,745
                                               ------------------------
 LIABILITIES
   Future policy benefits                             $ 3,595   $ 3,059
   Other policyholder funds                            19,615    21,034
   Other liabilities                                    2,094     2,254
   Separate account liabilities                        90,262    69,055
                                               ------------------------
                                  TOTAL LIABILITIES   115,566    95,402
                                               ------------------------
 STOCKHOLDER'S EQUITY
   Common stock -- 1,000 shares authorized, issued
    and outstanding, par value $5,690                       6         6
   Capital surplus                                      1,045     1,045
   Accumulated other comprehensive income
     Net unrealized capital gains on securities,
      net of tax                                          184       179
                                               ------------------------
       TOTAL ACCUMULATED OTHER COMPREHENSIVE INCOME       184       179
                                               ------------------------
   Retained earnings                                    1,462     1,113
                                               ------------------------
                         TOTAL STOCKHOLDER'S EQUITY     2,697     2,343
                                               ------------------------
         TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY   $118,263  $97,745
                                               ------------------------
</TABLE>
 
                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
 
                             F-3     PROSPECTUS
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY
          ------------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                      Accumulated
                                                                         Other
                                                                     Comprehensive
                                                                        Income
                                                                    ---------------
 
 <S>                                       <C>     <C>              <C>               <C>           <C>
                                                                    Net Unrealized
                                                                     Capital Gains
                                                                      (Losses) on                       Total
                                           Common     Capital         Securities,      Retained     Stockholder's
                                           Stock      Surplus         Net of Tax       Earnings        Equity
                                                        ---------------------------------------------------------
                                                                       (in millions)
 1998
 Balance, December 31, 1997                  $6        $    1,045        $179           $1,113         $2,343
 Comprehensive income
   Net income                                --                --          --              350            350
 Other comprehensive income, net of tax
  (1):
   Changes in net unrealized capital
    gains on securities (2)                  --                --           5               --              5
 Total other comprehensive income                                                                           5
   Total comprehensive income                                                                             355
 Dividends                                   --                --          --               (1)            (1)
                                                        ---------------------------------------------------------
               BALANCE, DECEMBER 31, 1998    $6        $    1,045        $184           $1,462         $2,697
                                                        ---------------------------------------------------------
 1997
 Balance, December 31, 1996                  $6        $    1,045        $ 30           $  811         $1,892
 Comprehensive income
   Net income                                --                --          --              302            302
 Other comprehensive income, net of tax
  (1):
   Changes in net unrealized capital
    gains on securities (2)                  --                --         149               --            149
 Total other comprehensive income                                                                         149
   Total comprehensive income                                                                             451
                                                        ---------------------------------------------------------
               BALANCE, DECEMBER 31, 1997    $6        $    1,045        $179           $1,113         $2,343
                                                        ---------------------------------------------------------
 1996
 Balance, December 31, 1995                  $6        $    1,007        $(57)          $  773         $1,729
 Comprehensive income
   Net income                                --                --          --               38             38
 Other comprehensive income, net of tax
  (1):
   Changes in net unrealized capital
    gains on securities (2)                  --                --          87               --             87
 Total other comprehensive income                                                                          87
   Total comprehensive income                                                                             125
 Capital contribution                        --                38          --               --             38
                                                        ---------------------------------------------------------
               BALANCE, DECEMBER 31, 1996    $6        $    1,045        $ 30           $  811         $1,892
                                                        ---------------------------------------------------------
</TABLE>
 
(1) Net unrealized capital gain on securities is reflected net of tax of $3, $80
    and $47, as of December 31, 1998, 1997 and 1996, respectively.
 
(2) There was no reclassification adjustment for after-tax gains (losses)
    realized in net income for the years ended December 31, 1998 and 1997.
    December 31, 1996 is net of a $142 reclassification adjustment for after-tax
    losses realized in net income.
 
                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
 
                             F-4     PROSPECTUS
<PAGE>
                        HARTFORD LIFE INSURANCE COMPANY
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
              ---------------------------------------------------
<TABLE>
<CAPTION>
                                           For the Years Ended December
                                                       31,
<S>                                       <C>        <C>        <C>
                                               -------------------------
 
<CAPTION>
 
                                            1998       1997       1996
<S>                                       <C>        <C>        <C>
                                               -------------------------
                                                  (in millions)
OPERATING ACTIVITIES
  Net income                              $    350   $    302   $     38
  Adjustments to reconcile net income to
   net cash provided by operating
   activities
  Depreciation and amortization                (23)         8         14
  Net realized capital losses (gains)            2         (4)       213
  Decrease in premiums receivable and
   agents' balances                              1        119         10
  (Decrease) increase in other
   liabilities                                 (79)       223        577
  Change in receivables, payables, and
   accruals                                     83        107        (22)
  Increase (decrease) in accrued taxes          60        126        (91)
  (Increase) decrease in deferred income
   taxes                                      (118)        40       (102)
  Increase in deferred policy
   acquisition costs                          (439)      (555)      (572)
  Increase in future policy benefits           536        585        101
  (Increase) decrease in reinsurance
   recoverables and other related assets        (2)        21       (146)
                                               -------------------------
          NET CASH PROVIDED BY OPERATING
                              ACTIVITIES       371        972         20
                                               -------------------------
INVESTING ACTIVITIES
  Purchases of investments                  (6,061)    (6,869)    (5,854)
  Sales of investments                       4,901      4,256      3,543
  Maturity of investments                    1,761      2,329      2,693
                                               -------------------------
         NET CASH PROVIDED BY (USED FOR)
                    INVESTING ACTIVITIES       601       (284)       382
                                               -------------------------
FINANCING ACTIVITIES
  Capital contribution                          --         --         38
  Net disbursements for investment and
   universal life-type contracts charged
   against policyholder accounts            (1,009)      (677)      (443)
                                               -------------------------
    Net cash used for financing
     activities                             (1,009)      (677)      (405)
                                               -------------------------
  Net (decrease) increase in cash              (37)        11         (3)
  Cash -- beginning of year                     54         43         46
                                               -------------------------
  Cash -- end of year                     $     17   $     54   $     43
                                               -------------------------
Supplemental Disclosure of Cash Flow
 Information:
  Net Cash Paid During the Year for:
  Income taxes                            $    263   $      9   $    189
Noncash Investing Activities:
  Due to the recapture of an in force block of business previously ceded
   to MBL Life Assurance Co. of New Jersey, reinsurance recoverables of
   $4,546 were exchanged for the fair value of assets comprised of
   $4,354 in policy loans and $192 in other assets.
</TABLE>
 
                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.
 
                             F-5     PROSPECTUS
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLAR AMOUNTS IN MILLIONS EXCEPT PER SHARE DATA UNLESS OTHERWISE STATED)
 
      -------------------------------------------------------------------
 
1. ORGANIZATION AND DESCRIPTION OF BUSINESS
 
These Consolidated Financial Statements include Hartford Life Insurance Company
and its wholly-owned subsidiaries ("Hartford Life Insurance Company" or the
"Company"), Hartford Life and Annuity Insurance Company (ILA) and Hartford
International Life Reassurance Corporation (HLRe), formerly American Skandia
Life Reinsurance Corporation. The Company is a wholly-owned subsidiary of
Hartford Life and Accident Insurance Company (HLA), a wholly-owned subsidiary of
Hartford Life, Inc. (Hartford Life). Hartford Life is a direct subsidiary of
Hartford Accident and Indemnity Company (HA&I), an indirect subsidiary of The
Hartford Financial Services Group, Inc. (The Hartford). Pursuant to an initial
public offering (the "IPO") on May 22, 1997, Hartford Life sold 26 million
shares of Class A Common Stock at $28.25 per share and received proceeds, net of
offering expenses, of $687. Of the proceeds, $527 was used to retire debt
related to Hartford Life's outstanding promissory notes and line of credit with
the remaining $160 contributed by Hartford Life to HLA to support growth in its
core businesses. Hartford Life became a publicly traded company upon the sale of
26 million shares representing approximately 18.6% of the equity ownership in
Hartford Life. On December 19, 1995, ITT Industries, Inc. (formerly ITT
Corporation) (ITT) distributed all the outstanding shares of capital stock of
The Hartford to ITT stockholders of record on such date. As a result, The
Hartford became an independent, publicly traded company.
 
Along with its parent, HLA, the Company is a leading financial services and
insurance company which provides (a) investment products such as individual
variable annuities and fixed market value adjusted annuities, deferred
compensation and retirement plan services and mutual funds for savings and
retirement needs; (b) life insurance for income protection and estate planning;
and (c) employee benefits products such as group life and disability insurance
that is directly written by the Company and is substantially ceded to its
parent, HLA, and (d) corporate owned life insurance.
 
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
(A) BASIS OF PRESENTATION
 
These Consolidated Financial Statements present the financial position, results
of operations and cash flows of the Company. All material intercompany
transactions and balances between the Company, its subsidiaries and affiliates
have been eliminated. The Consolidated Financial Statements are prepared on the
basis of generally accepted accounting principles which differ materially from
the statutory accounting practices prescribed by various insurance regulatory
authorities.
 
The preparation of financial statements, in conformity with generally accepted
accounting principles, requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates. The most significant estimates
include those used in determining deferred policy acquisition costs and the
liability for future policy benefits and other policyholder funds. Although some
variability is inherent in these estimates, management believes the amounts
provided are adequate.
 
Certain reclassifications have been made to prior year financial information to
conform to the current year presentation.
 
(B) CHANGES IN ACCOUNTING PRINCIPLES
 
In November 1998, the Emerging Issues Task Force (EITF) reached consensus on
Issue No. 98-15, "Structured Notes Acquired for a Specific Investment Strategy".
This EITF issue requires companies to account for structured notes acquired for
a specific investment strategy, as a unit. Affected companies that entered into
these notes prior to September 25, 1998 are required to either restate prior
period financial statements to conform with the prescribed unit accounting model
or disclose the related impact on earnings for all periods presented and
cumulatively over the life of the instruments had the registrant accounted for
the structure as a unit. Based upon recently prescribed current generally
accepted accounting principles for such types of transactions entered into after
September 24, 1998, there was no additional earnings impact to the Company
related to combined structured note transactions. As of December 31, 1998, the
Company does not hold any combined structured notes.
 
In June 1998, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 133, "Accounting for Derivative
Instruments and Hedging Activities". The new standard establishes accounting and
reporting guidance for derivative instruments, including certain derivative
instruments embedded in other contracts. The standard requires, among other
things, that all derivatives be carried on the balance sheet at fair value. The
standard also specifies hedge accounting criteria under which a derivative can
qualify for special accounting. In order to receive special accounting, the
derivative instrument must qualify as either a hedge of the fair value or the
variability of the cash flow of a qualified asset or liability. Special
accounting for qualifying hedges provides for matching the timing of gain or
loss recognition on the hedging instrument with the recognition of the
corresponding changes in value of the hedged item. SFAS No. 133 will be
effective
 
                             F-6     PROSPECTUS
<PAGE>
for fiscal years beginning after June 15, 1999. Initial application for Hartford
Life Insurance Company will begin for the first quarter of the year 2000. While
Hartford Life Insurance Company is currently in the process of quantifying the
impact of SFAS No. 133, the Company is reviewing its derivative holdings in
order to take actions needed to minimize potential volatility, while at the same
time maintaining the economic protection needed to support the goals of its
business.
 
In March 1998, the American Institute of Certified Public Accountants (AICPA)
issued Statement of Position (SOP) No. 98-1, "Accounting for the Costs of
Computer Software Developed or Obtained for Internal Use". The SOP provides
guidance on accounting for the costs of internal use software and in determining
whether the software is for internal use. The SOP defines internal use software
as software that is acquired, internally developed, or modified solely to meet
internal needs and identifies stages of software development and accounting for
the related costs incurred during the stages. This statement is effective for
fiscal years beginning after December 15, 1998 and is not expected to have a
material impact on the Company's financial condition or results of operations.
 
Effective January 1, 1998, the Company adopted SFAS No. 130, "Reporting
Comprehensive Income", which establishes standards for reporting and display of
comprehensive income and its components in a full set of general purpose
financial statements. The objective of this statement is to report a measure of
all changes in equity of an enterprise that result from transactions and other
economic events of the period other than transactions with owners. Comprehensive
income is the total of net income and all other nonowner changes in equity.
Accordingly, the Company has reported comprehensive income in the Consolidated
Statements of Changes in Stockholder's Equity.
 
In December 1997, the AICPA issued SOP No. 97-3 "Accounting by Insurance and
Other Enterprises for Insurance Related Assessments". This SOP provides guidance
on accounting by insurance and other enterprises for assessments related to
insurance activities. Specifically, the SOP provides guidance on when a guaranty
fund or other assessment should be recognized, how to measure the liability, and
what information should be disclosed. This SOP will be effective for fiscal
years beginning after December 15, 1998. Adoption of SOP 97-3 is not expected to
have a material impact on the Company's financial condition or results of
operations.
 
In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an
Enterprise and Related Information". The new standard requires public business
enterprises to disclose certain financial and descriptive information about
reportable operating segments in annual financial statements and in condensed
financial statements of interim periods. Operating segments are components of an
enterprise about which separate financial information is available that is
evaluated regularly by the chief operating decision maker in deciding how to
allocate resources and assessing performance. SFAS No. 131 also establishes
standards for related disclosures about products and services, geographic areas
and major customers. The Company adopted SFAS No. 131 in 1998. For additional
information, see Note 13.
 
On November 14, 1996, the EITF reached a consensus on Issue No. 96-12,
"Recognition of Interest Income and Balance Sheet Classification of Structured
Notes". This EITF issue requires companies to record income on certain
structured securities on a retrospective interest method. The Company adopted
EITF No. 96-12 for structured securities acquired after November 14, 1996.
Adoption of EITF No. 96-12 did not have a material effect on the Company's
financial condition or results of operations.
 
In June 1996, the FASB issued SFAS No. 125, "Accounting for Transfers and
Servicing of Financial Assets and Extinguishment of Liabilities" which is
effective for transfers and servicing of financial assets and extinguishments of
liabilities occurring after December 31, 1996. This statement established
criteria for determining whether transferred assets should be accounted for as
sales or secured borrowings. Adoption of SFAS No. 125 did not have a material
effect on the Company's financial condition or results of operations.
 
Effective January 1, 1996, Hartford Life Insurance Company adopted SFAS No. 121,
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
Be Disposed Of ". This statement establishes accounting standards for the
impairment of long-lived assets, certain identifiable intangibles and goodwill
related to those assets to be held and used and for long-lived assets and
certain identifiable intangibles to be disposed. Adoption of SFAS No. 121 did
not have a material effect on the Company's financial condition or results of
operations.
 
The Company's cash flows were not impacted by these changes in accounting
principles.
 
(C) REVENUE RECOGNITION
 
Revenues for investment products and universal life-type policies consist of
policy charges for policy administration, cost of insurance and surrender
charges assessed to policy account balances and are recognized in the period in
which services are provided. Premiums for traditional life insurance policies
are recognized as revenues when they are due from policyholders.
 
(D) FUTURE POLICY BENEFITS AND OTHER POLICYHOLDER FUNDS
 
Liabilities for future policy benefits are computed by the net level premium
method using interest rate assumptions varying from 3% to 11% and withdrawal and
mortality assumptions appropriate at the time the policies were issued.
Liabilities for universal life-type and investment contracts are stated at
policyholder account values before surrender charges.
 
(E) INVESTMENTS
 
Hartford Life Insurance Company's investments in fixed maturities include bonds
and commercial paper which are considered "available for sale" and accordingly
are carried at fair value with the after-tax difference from cost reflected as a
component of stockholder's equity designated "net
 
                             F-7     PROSPECTUS
<PAGE>
unrealized capital gains on securities, net of tax". Equity securities, which
include common and non-redeemable preferred stocks, are carried at fair values
with the after-tax difference from cost reflected in stockholder's equity.
Policy loans are carried at outstanding balance which approximates fair value.
Realized capital gains and losses on security transactions associated with the
Company's immediate participation guaranteed contracts are excluded from
revenues and deferred over the expected maturity of the securities, since under
the terms of the contracts the realized gains and losses will be credited to
policyholders in future years as they are entitled to receive them. Net realized
capital gains and losses, excluding those related to immediate participation
guaranteed contracts, are reported as a component of revenue and are determined
on a specific identification basis.
 
The Company's accounting policy for impairment requires recognition of an other
than temporary impairment charge on a security if it is determined that the
Company is unable to recover all amounts due under the contractual obligations
of the security. In addition, for securities expected to be sold, an other than
temporary impairment charge is recognized if the Company does not expect the
fair value of a security to recover to cost or amortized cost prior to the
expected date of sale. Once an impairment charge has been recorded, the Company
then continues to review the other than temporarily impaired securities for
additional impairment, if necessary.
 
(F) DERIVATIVE INSTRUMENTS
 
Hartford Life Insurance Company uses a variety of derivative instruments
including swaps, caps, floors, forwards and exchange traded financial futures
and options as part of an overall risk management strategy. These instruments
are used as a means of hedging exposure to price, foreign currency and/or
interest rate risk on planned investment purchases or existing assets and
liabilities. The Company does not hold or issue derivative instruments for
trading purposes. Hartford Life Insurance Company's accounting for derivative
instruments used to manage risk is in accordance with the concepts established
in SFAS No. 80, "Accounting for Futures Contracts", SFAS No. 52, "Foreign
Currency Translation", AICPA SOP 86-2, "Accounting for Options" and various EITF
pronouncements. Written options are used, in all cases in conjunction with other
assets and derivatives, as part of the Company's asset and liability management
strategy. Derivative instruments are carried at values consistent with the asset
or liability being hedged. Derivative instruments used to hedge fixed maturities
or equity securities are carried at fair value with the after-tax difference
from cost reflected in Stockholder's Equity. Derivative instruments used to
hedge other invested assets or liabilities are carried at cost. For a discussion
of SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities"
issued in June 1998, see (b) Changes in Accounting Principles.
 
Derivative instruments must be designated at inception as a hedge and measured
for effectiveness both at inception and on an ongoing basis. Hartford Life
Insurance Company's correlation threshold for hedge designation is 80% to 120%.
If correlation, which is assessed monthly and measured based on a rolling three
month average, falls outside the 80% to 120% range, hedge accounting will be
terminated. Derivative instruments used to create a synthetic asset must meet
synthetic accounting criteria including designation at inception and consistency
of terms between the synthetic and the instrument being replicated. Consistent
with industry practice, synthetic instruments are accounted for like the
financial instrument it is intended to replicate. Derivative instruments which
fail to meet risk management criteria, subsequent to acquisition, are marked to
market with the impact reflected in the Consolidated Statements of Income.
 
Gains or losses on financial futures contracts entered into in anticipation of
the investment of future receipt of product cash flows are deferred and, at the
time of the ultimate investment purchase, reflected as an adjustment to the cost
basis of the purchased asset. Gains or losses on futures used in invested asset
risk management are deferred and adjusted into the cost basis of the hedged
asset when the contract futures are closed, except for futures used in duration
hedging which are deferred and basis adjusted on a quarterly basis. The basis
adjustments are amortized into net investment income over the remaining asset
life.
 
Open forward commitment contracts are marked to market through stockholder's
equity. Such contracts are accounted for at settlement by recording the purchase
of the specified securities at the previously committed price. Gains or losses
resulting from the termination of forward commitment contracts before the
delivery of the securities are recognized immediately in the Consolidated
Statements of Income as a component of net investment income.
 
The cost of options entered into as part of a risk management strategy are basis
adjusted to the underlying asset or liability and amortized over the remaining
life of the option. Gains or losses on expiration or termination are adjusted
into the basis of the underlying asset or liability and amortized over the
remaining asset life.
 
Interest rate swaps involve the periodic exchange of payments without the
exchange of underlying principal or notional amounts. Net receipts or payments
are accrued and recognized over the life of the swap agreement as an adjustment
to investment income. Should the swap be terminated, the gain or loss is
adjusted into the basis of the asset or liability and amortized over the
remaining life. Should the hedged asset be sold or liability terminated without
terminating the swap position, any swap gains or losses are immediately
recognized in net investment income. Interest rate swaps purchased in
anticipation of an asset purchase (anticipatory transaction) are recognized
consistent with the underlying asset components such that the settlement
component is recognized in the Consolidated Statements of Income while the
change in market value is recognized as an unrealized capital gain or loss.
 
Premiums paid on purchased floor or cap agreements and the premium received on
issued cap or floor agreements (used for risk management) are adjusted into the
basis of the applicable asset and amortized over the asset life. Gains or losses
on termination of such positions are adjusted into the
 
                             F-8     PROSPECTUS
<PAGE>
basis of the asset or liability and amortized over the remaining asset life. Net
payments are recognized as an adjustment to income or basis adjusted and
amortized depending on the specific hedge strategy.
 
Forward exchange contracts and foreign currency swaps are accounted for in
accordance with SFAS No. 52. Changes in the spot rate of instruments designated
as hedges of the net investment in a foreign subsidiary are reflected in the
cumulative translation adjustments component of stockholder's equity. Cash flows
from futures, options, and swaps, accounted for as hedges, are included with the
cash flows of the item being hedged.
 
(G) SEPARATE ACCOUNTS
 
Hartford Life Insurance Company maintains separate account assets and
liabilities which are reported at fair value. Separate account assets are
segregated from other investments. Separate accounts reflect two categories of
risk assumption: non-guaranteed separate accounts, wherein the policyholder
assumes the investment risk and rewards, and guaranteed separate account assets,
wherein the Company contractually guarantees either a minimum return or account
value to the policyholder.
 
(H) DEFERRED POLICY ACQUISITION COSTS
 
Policy acquisition costs, which include commissions and certain underwriting
expenses associated with acquiring business, are deferred and amortized over the
estimated lives of the contracts, usually 20 years. Generally, acquisition costs
are deferred and amortized using the retrospective deposit method. Under the
retrospective deposit method, acquisition costs are amortized in proportion to
the present value of expected gross profits from surrender charges, investment
charges, mortality and expense margins. Actual gross profits can vary from
management's estimates resulting in increases or decreases in the rate of
amortization. Management periodically updates these estimates, when appropriate,
and evaluates the recoverability of the deferred acquisition cost asset. When
appropriate, management revises its assumptions on the estimated gross profits
of these contracts and the cumulative amortization for the books of business are
re-estimated and adjusted by a cumulative charge or credit to income.
 
Acquisition costs and their related deferral are included in the Company's other
expenses as follows:
 
<TABLE>
<CAPTION>
                                                                        1998       1997       1996
<S>                                                                   <C>        <C>        <C>
                                                                      -------------------------------
Commissions                                                           $   1,069  $     976  $     848
Deferred acquisition costs                                                 (891)      (862)      (823)
Other                                                                       588        472        402
                                                                      -------------------------------
                                                TOTAL OTHER EXPENSES  $     766  $     586  $     427
                                                                      -------------------------------
</TABLE>
 
(I) DIVIDENDS TO POLICYHOLDERS
 
Certain life insurance policies contain dividend payment provisions that enable
the policyholder to participate in the earnings on that participating block of
business. The participating insurance in force accounted for 71%, 55% and 44% in
1998, 1997 and 1996, respectively, of total insurance in force.
 
3. INVESTMENTS AND DERIVATIVE INSTRUMENTS
 
(A) COMPONENTS OF NET INVESTMENT INCOME
<TABLE>
<CAPTION>
                                                                        For the Years Ended December
                                                                                     31,
<S>                                                                    <C>        <C>        <C>
                                                                       -------------------------------
 
<CAPTION>
                                                                         1998       1997       1996
<S>                                                                    <C>        <C>        <C>
                                                                       -------------------------------
Interest income from fixed maturities                                  $     952  $     932  $     918
Interest income from policy loans                                            789        425        477
Income from other investments                                                 32         26         15
                                                                       -------------------------------
Gross investment income                                                    1,773      1,383      1,410
Less: Investment expenses                                                     14         15         13
                                                                       -------------------------------
                                                NET INVESTMENT INCOME  $   1,759  $   1,368  $   1,397
                                                                       -------------------------------
</TABLE>
 
                             F-9     PROSPECTUS
<PAGE>
(B) COMPONENTS OF NET REALIZED CAPITAL (LOSSES) GAINS
<TABLE>
<CAPTION>
                                                                             For the Years Ended December 31,
<S>                                                                         <C>          <C>          <C>
                                                                            -----------------------------------
 
<CAPTION>
                                                                               1998         1997        1996
<S>                                                                         <C>          <C>          <C>
                                                                            -----------------------------------
Fixed maturities                                                             $     (28)   $      (7)  $    (201)
Equity securities                                                                   21           12           2
Real estate and other                                                                5           (1)         (4)
Less: Decrease in liability to policyholders for realized capital gains             --           --         (10)
                                                                            -----------------------------------
                                       NET REALIZED CAPITAL (LOSSES) GAINS   $      (2)   $       4   $    (213)
                                                                            -----------------------------------
</TABLE>
 
(C) NET UNREALIZED CAPITAL (LOSSES) GAINS ON EQUITY SECURITIES
<TABLE>
<CAPTION>
                                                                               For the Years Ended December 31,
<S>                                                                          <C>          <C>          <C>
                                                                             -------------------------------------
 
<CAPTION>
                                                                                1998         1997         1996
<S>                                                                          <C>          <C>          <C>
                                                                             -------------------------------------
Gross unrealized capital gains                                                $       2    $      14    $      13
Gross unrealized capital losses                                                      (1)          --           (1)
                                                                             -------------------------------------
Net unrealized capital gains                                                          1           14           12
Deferred income tax expense                                                          --            5            4
                                                                             -------------------------------------
Net unrealized capital gains, net of tax                                              1            9            8
Balance -- beginning of year                                                          9            8            1
                                                                             -------------------------------------
                NET CHANGE IN UNREALIZED CAPITAL GAINS ON EQUITY SECURITIES   $      (8)   $       1    $       7
                                                                             -------------------------------------
</TABLE>
 
(D) NET UNREALIZED CAPITAL GAINS (LOSSES) ON FIXED MATURITIES
<TABLE>
<CAPTION>
                                                                            For the Years Ended December
                                                                                         31,
<S>                                                                        <C>        <C>        <C>
                                                                           -------------------------------
 
<CAPTION>
                                                                             1998       1997       1996
<S>                                                                        <C>        <C>        <C>
                                                                           -------------------------------
Gross unrealized capital gains                                             $     421  $     371  $     386
Gross unrealized capital losses                                                 (108)       (80)      (341)
Unrealized capital gains credited to policyholders                               (32)       (30)       (11)
                                                                           -------------------------------
Net unrealized capital gains                                                     281        261         34
Deferred income tax expense                                                       98         91         12
                                                                           -------------------------------
Net unrealized capital gains, net of tax                                         183        170         22
Balance -- beginning of year                                                     170         22        (58)
                                                                           -------------------------------
      NET CHANGE IN UNREALIZED CAPITAL GAINS (LOSSES) ON FIXED MATURITIES  $      13  $     148  $      80
                                                                           -------------------------------
</TABLE>
 
(E) FIXED MATURITY INVESTMENTS
<TABLE>
<CAPTION>
                                                                                 As of December 31, 1998
<S>                                                                <C>          <C>           <C>           <C>
                                                                   ---------------------------------------------------
 
<CAPTION>
                                                                                   Gross         Gross
                                                                   Amortized    Unrealized    Unrealized
                                                                      Cost         Gains        Losses      Fair Value
<S>                                                                <C>          <C>           <C>           <C>
                                                                   ---------------------------------------------------
U.S. Government and Government agencies and authorities
 (guaranteed and sponsored)                                          $   121       $  2          $ --         $   123
U.S. Government and Government agencies and authorities
 (guaranteed and sponsored) -- asset backed                            1,001         23            (8)          1,016
States, municipalities and political subdivisions                        165          8            --             173
International governments                                                393         26            (7)            412
Public utilities                                                         844         33            (3)            874
All other corporate including international                            5,469        260           (42)          5,687
All other corporate -- asset backed                                    4,155         58           (42)          4,171
Short-term investments                                                 1,847         --            --           1,847
Certificates of deposit                                                  510         11            (6)            515
                                                                   ---------------------------------------------------
                                           TOTAL FIXED MATURITIES    $14,505       $421          $(108)       $14,818
                                                                   ---------------------------------------------------
</TABLE>
 
                            F-10     PROSPECTUS
<PAGE>
<TABLE>
<CAPTION>
                                                                                 As of December 31, 1997
<S>                                                                <C>          <C>           <C>           <C>
                                                                   ---------------------------------------------------
 
<CAPTION>
                                                                                   Gross         Gross
                                                                   Amortized    Unrealized    Unrealized
                                                                      Cost         Gains        Losses      Fair Value
<S>                                                                <C>          <C>           <C>           <C>
                                                                   ---------------------------------------------------
U. S. Government and Government agencies and authorities
 (guaranteed and sponsored)                                          $   217       $  3          $ (1)        $   219
U. S. Government and Government agencies and authorities
 (guaranteed and sponsored) -- asset backed                            1,175         64           (35)          1,204
States, municipalities and political subdivisions                        211          7            (1)            217
International governments                                                376         20            (3)            393
Public utilities                                                         871         26            (3)            894
All other corporate including international                            5,033        200           (25)          5,208
All other corporate -- asset backed                                    4,091         41            (8)          4,124
Short-term investments                                                 1,318         --            --           1,318
Certificates of deposit                                                  593         10            (4)            599
                                                                   ---------------------------------------------------
                                           TOTAL FIXED MATURITIES    $13,885       $371          $(80)        $14,176
                                                                   ---------------------------------------------------
</TABLE>
 
The amortized cost and estimated fair value of fixed maturity investments as of
December 31, 1998 by estimated maturity year are shown below. Expected
maturities differ from contractual maturities due to call or prepayment
provisions. Asset backed securities, including mortgage backed securities and
collateralized mortgage obligations, are distributed to maturity year based on
the Company's estimates of the rate of future prepayments of principal over the
remaining lives of the securities. These estimates are developed using
prepayment speeds provided in broker consensus data. Such estimates are derived
from prepayment speeds experienced at the interest rate levels projected for the
applicable underlying collateral and can be expected to vary from actual
experience.
 
<TABLE>
<CAPTION>
                                                       Amortized
                                                         Cost      Fair Value
<S>                                                   <C>          <C>
                                                      ------------------------
MATURITY
One year or less                                       $   3,047    $   3,116
Over one year through five years                           4,796        4,843
Over five years through ten years                          3,242        3,318
Over ten years                                             3,420        3,541
                                                      ------------------------
                                               TOTAL   $  14,505    $  14,818
                                                      ------------------------
</TABLE>
 
Sales of fixed maturities, excluding short-term fixed maturities, for the years
ended December 31, 1998, 1997 and 1996 resulted in proceeds of $3.2 billion,
$4.2 billion and $3.5 billion, gross realized capital gains of $103, $169 and
$87, gross realized capital losses (including writedowns) of $131, $176 and
$298, respectively. In 1996, gross realized capital losses includes an other
than temporary impairment of $137 related to the Company's block of guaranteed
investment contract business written prior to 1995 which could not recover to
amortized cost prior to sale. Sales of equity security investments for the years
ended December 31, 1998, 1997 and 1996 resulted in proceeds of $35, $132 and $74
and gross realized capital gains of $21, $12 and $2, respectively, and no gross
realized capital losses for all periods.
 
(F) CONCENTRATION OF CREDIT RISK
 
The Company is not exposed to any significant concentration of credit risk in
fixed maturities of a single issuer greater than 10% of stockholder's equity.
 
(G) DERIVATIVE INSTRUMENTS
 
Hartford Life Insurance Company utilizes a variety of derivative instruments,
including swaps, caps, floors, forwards and exchange traded futures and options,
in accordance with Company policy and in order to achieve one of three Company
approved objectives: to hedge risk arising from interest rate, price or currency
exchange rate volatility; to manage liquidity; or, to control transactions
costs. The Company utilizes derivative instruments to manage market risk through
four principal risk management strategies: hedging anticipated transactions,
hedging liability instruments, hedging invested assets and hedging portfolios of
assets and/or liabilities. The Company does not trade in these instruments for
the express purpose of earning trading profits.
 
Hartford Life Insurance Company maintains a derivatives counterparty exposure
policy which establishes market-based credit limits, favors long-term financial
stability and creditworthiness, and typically requires credit enhancement/credit
risk reducing agreements. Credit risk is measured as the amount owed to the
Company based on current market conditions and potential payment obligations
between the Company and its counterparties. Credit exposures are quantified
weekly and netted, and
 
                            F-11     PROSPECTUS
<PAGE>
collateral is pledged to or held by the Company to the extent the current value
of derivatives exceed exposure policy thresholds.
 
Hartford Life Insurance Company's derivative program is monitored by an internal
compliance unit and is reviewed by senior management and Hartford Life's Finance
Committee of the Board of Directors. Notional amounts, which represent the basis
upon which pay or receive amounts are calculated and are not reflective of
credit risk, pertaining to derivative financial instruments (excluding the
Company's guaranteed separate account derivative investments), totaled $6.2
billion and $6.5 billion ($3.9 billion and $4.6 billion related to the Company's
investments, $2.3 billion and $1.9 billion on the Company's liabilities) as of
December 31, 1998 and 1997, respectively.
 
The tables below provide a summary of derivative instruments held by Hartford
Life Insurance Company as of December 31, 1998 and 1997, segregated by major
investment and liability category:
<TABLE>
<CAPTION>
                                                          1998 -- Amount Hedged (Notional Amounts)
<S>                                  <C>        <C>        <C>          <C>          <C>          <C>        <C>
                                     ----------------------------------------------------------------------------------
 
<CAPTION>
                                                                                                  Foreign
                                      Total      Issued    Purchased                  Interest    Currency     Total
                                     Carrying    Caps &      Caps &      Futures        Rate       Swaps      Notional
           ASSETS HEDGED              Value      Floors      Floors        (2)         Swaps        (3)        Amount
<S>                                  <C>        <C>        <C>          <C>          <C>          <C>        <C>
                                     ----------------------------------------------------------------------------------
Asset backed securities (excluding
 inverse floaters and anticipatory)  $  5,163   $     --   $   188      $     3      $      885     $--       $ 1,076
Inverse floaters (1)                       24         44        55           --              --      --            99
Anticipatory (4)                           --         --        --           --             235      --           235
Other bonds and notes                   7,683        461       597           18           1,300      90         2,466
Short-term investments                  1,948         --        --           --              --      --            --
                                     ----------------------------------------------------------------------------------
             TOTAL FIXED MATURITIES    14,818        505       840           21           2,420      90         3,876
Equity securities, policy loans and
 other investments                      6,979         --        --           --              --      --            --
                                     ----------------------------------------------------------------------------------
                  TOTAL INVESTMENTS  $ 21,797        505       840           21           2,420      90         3,876
                                     ----------------------------------------------------------------------------------
           OTHER POLICYHOLDER FUNDS  $ 19,615      1,100        50           --           1,195      --         2,345
                                     ----------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                     NOTIONAL VALUE             $  1,605   $   890      $    21      $    3,615     $90       $ 6,221
                                     ----------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                         FAIR VALUE             $     (6)  $    19      $    --      $       27     $(7)      $    33
                                     ----------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
                                                      1997 -- Amount Hedged (Notional Amounts)
<S>                                  <C>       <C>      <C>           <C>          <C>        <C>       <C>
                                     --------------------------------------------------------------------------
 
<CAPTION>
                                                                                              Foreign
                                      Total    Issued    Purchased                 Interest   Currency   Total
                                     Carrying  Caps &      Caps &                    Rate      Swaps    Notional
           ASSETS HEDGED              Value    Floors      Floors     Futures (2)    Swaps      (3)     Amount
<S>                                  <C>       <C>      <C>           <C>          <C>        <C>       <C>
                                     --------------------------------------------------------------------------
Asset backed securities
 (excluding inverse floaters and
 anticipatory)                       $  5,253  $   500    $   1,404       $  28     $    221    $ --    $2,153
Inverse floaters (1)                       75       47           80          --           25      --       152
Anticipatory (4)                           --       --           --          --           --      --        --
Other bonds and notes                   7,531      462          460          22        1,258      91     2,293
Short-term investments                  1,317       --           --          --           --      --        --
                                     --------------------------------------------------------------------------
             TOTAL FIXED MATURITIES    14,176    1,009        1,944          50        1,504      91     4,598
Equity securities, policy loans and
 other investments                      3,983       --           --          --           --      --        --
                                     --------------------------------------------------------------------------
                  TOTAL INVESTMENTS  $ 18,159    1,009        1,944          50        1,504      91     4,598
                                     --------------------------------------------------------------------------
           OTHER POLICYHOLDER FUNDS  $ 21,034       10          150          --        1,747      --     1,907
                                     --------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                     NOTIONAL VALUE            $ 1,019    $   2,094       $  50     $  3,251    $ 91    $6,505
                                     --------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                         FAIR VALUE            $    (8)   $      23       $  --     $     19    $ (6  ) $   28
                                     --------------------------------------------------------------------------
</TABLE>
 
    (1) Inverse floaters are variations of collateralized mortgage obligations
(CMO's) for which the coupon rates move inversely with an index rate such as the
London Interbank Offered Rate (LIBOR). The risk to principal is considered
 
                            F-12     PROSPECTUS
<PAGE>
negligible as the underlying collateral for the securities is guaranteed or
sponsored by government agencies. To address the volatility risk created by the
coupon variability, the Company uses a variety of derivative instruments,
primarily interest rate swaps, caps and floors.
 
    (2) As of December 31, 1998 and 1997, approximately 5% and 44% ,
respectively, of the notional futures contracts expire within one year.
 
    (3) As of December 31, 1998 and 1997, approximately 11% and 16%,
respectively, of foreign currency swaps expire within one year.
 
    (4) Deferred gains and losses on anticipatory transactions are included in
the carrying value of fixed maturities in the Consolidated Balance Sheets. At
the time of the ultimate purchase, they are reflected as a basis adjustment to
the purchased asset. As of December 31, 1998 and 1997, the Company had no
deferred gains for interest rate swaps. During 1998, $1.5 in deferred gains were
basis adjusted.
 
The following is a reconciliation of notional amounts by derivative type and
strategy as of December 31, 1998 and 1997:
<TABLE>
<CAPTION>
                                                                    BY DERIVATIVE TYPE
<S>                                          <C>                 <C>      <C>               <C>
                                             ----------------------------------------------------------------
 
<CAPTION>
                                             December 31, 1997               Maturities/    December 31, 1998
                                              Notional Amount    Additions Terminations (1)  Notional Amount
<S>                                          <C>                 <C>      <C>               <C>
                                             ----------------------------------------------------------------
        Caps                                      $1,239          $1,000       $  327            $1,912
        Floors                                     1,864              --        1,281               583
        Swaps/Forwards                             3,342           1,838        1,475             3,705
        Futures                                       50               8           37                21
        Options                                       10              --           10                --
                                             ----------------------------------------------------------------
                                        TOTAL      $6,505         $2,846       $3,130            $6,221
                                             ----------------------------------------------------------------
 
                                                                       BY STRATEGY
                                             ----------------------------------------------------------------
        Liability                                 $1,907          $1,099       $  661            $2,345
        Anticipatory                                  --             242            7               235
        Asset                                      1,805           1,260          667             2,398
        Portfolio                                  2,793             245        1,795             1,243
                                             ----------------------------------------------------------------
                                        TOTAL      $6,505         $2,846       $3,130            $6,221
                                             ----------------------------------------------------------------
</TABLE>
 
    (1) During 1998, the Company had no significant gains or losses on
terminations of hedge positions using derivative financial instruments.
 
4. FAIR VALUE OF FINANCIAL INSTRUMENTS
 
SFAS No. 107 "Disclosure about Fair Value of Financial Instruments" requires
disclosure of fair value information of financial instruments. For certain
financial instruments where quoted market prices are not available, other
independent valuation techniques and assumptions are used. Because considerable
judgment is used, these estimates are not necessarily indicative of amounts that
could be realized in a current market exchange. SFAS No. 107 excludes certain
financial instruments from disclosure, including insurance contracts. Hartford
Life Insurance Company uses the following methods and assumptions in estimating
the fair value of each class of financial instrument.
 
Fair value for fixed maturities and marketable equity securities approximates
those quotations published by applicable stock exchanges or received from other
reliable sources.
 
For policy loans, carrying amounts approximate fair value.
 
Fair value for other invested assets primarily consist of partnerships and
trusts that are based on external market valuations from partnership and trust
management as well as mortgage loans where carrying amounts approximate fair
value.
 
Other policyholder funds fair value information is determined by estimating
future cash flows, discounted at the current market rate.
 
The fair value of derivative financial instruments, including swaps, caps,
floors, futures, options and forward commitments, is determined using a pricing
model which is validated through periodic comparison to dealer quoted prices.
 
                            F-13     PROSPECTUS
<PAGE>
The carrying amount and fair values of Hartford Life Insurance Company's
financial instruments as of December 31, 1998 and 1997 were as follows:
<TABLE>
<S>                                                      <C>        <C>      <C>        <C>
                                                                1998                1997
                                                         --------------------------------------
 
<CAPTION>
                                                         Carrying    Fair    Carrying    Fair
                                                          Amount     Value    Amount     Value
<S>                                                      <C>        <C>      <C>        <C>
                                                         --------------------------------------
ASSETS
  Fixed maturities                                        $ 14,818  $14,818   $ 14,176  $14,176
  Equity securities                                             31       31        180      180
  Policy loans                                               6,684    6,684      3,756    3,756
  Other investments                                            264      309         47       91
LIABILITIES
  Other policyholder funds (1)                            $ 11,709  $11,726   $ 11,769  $11,755
                                                         --------------------------------------
</TABLE>
 
    (1) Excludes corporate owned life insurance and universal life insurance
contracts.
 
5. SEPARATE ACCOUNTS
 
Hartford Life Insurance Company maintained separate account assets and
liabilities totaling $90.3 billion and $69.1 billion as of December 31, 1998 and
1997, respectively, which are reported at fair value. Separate account assets,
which are segregated from other investments, reflect two categories of risk
assumption: non-guaranteed separate accounts totaling $80.6 billion and $58.6
billion as of December 31, 1998 and 1997, respectively, wherein the policyholder
assumes the investment risk, and guaranteed separate accounts totaling $9.7 and
$10.5 billion as of December 31, 1998 and 1997, respectively, wherein Hartford
Life Insurance Company contractually guarantees either a minimum return or
account value to the policyholder. Included in non-guaranteed separate account
assets were policy loans totaling $1.8 billion and $1.9 billion as of December
31, 1998 and 1997, respectively. Net investment income (including net realized
capital gains and losses) and interest credited to policyholders on separate
account assets are not reflected in the Consolidated Statements of Income.
 
Separate account management fees and other revenues were $908, $699 and $538 in
1998, 1997 and 1996, respectively. The guaranteed separate accounts include
fixed market value adjusted (MVA) individual annuity and modified guaranteed
life insurance. The average credited interest rate on these contracts was 6.6%
and 6.5% as of December 31, 1998 and 1997, respectively. The assets that support
these liabilities were comprised of $9.5 billion and $10.2 billion in fixed
maturities as of December 31, 1998 and 1997, respectively. The portfolios are
segregated from other investments and are managed to minimize liquidity and
interest rate risk. In order to minimize the risk of disintermediation
associated with early withdrawals, fixed MVA annuity and modified guaranteed
life insurance contracts carry a graded surrender charge as well as a market
value adjustment. Additional investment risk is hedged using a variety of
derivatives which totaled $40 and $119 in carrying value and $3.5 billion and
$3.0 billion in notional amounts as of December 31, 1998 and 1997, respectively.
 
6. STATUTORY RESULTS
<TABLE>
<CAPTION>
                                                                  For the Years Ended December
                                                                               31,
<S>                                                              <C>        <C>        <C>
                                                                 -------------------------------
 
<CAPTION>
                                                                   1998       1997       1996
<S>                                                              <C>        <C>        <C>
                                                                 -------------------------------
Statutory net income                                             $     211  $     214  $     144
                                                                 -------------------------------
Statutory surplus                                                $   1,676  $   1,441  $   1,207
                                                                 -------------------------------
</TABLE>
 
A significant percentage of the consolidated statutory surplus is permanently
reinvested or is subject to various state regulatory restrictions which limit
the payment of dividends without prior approval. The total amount of statutory
dividends which may be paid by the insurance subsidiaries of the Company in 1999
is estimated to be $168.
 
Hartford Life Insurance Company and its domestic insurance subsidiaries prepare
their statutory financial statements in accordance with accounting practices
prescribed by the State of Connecticut. Prescribed statutory accounting
practices include publications of the National Association of Insurance
Commissioners, as well as state laws, regulations, and general administrative
rules.
 
7. STOCK COMPENSATION PLANS
 
Hartford Life Insurance Company's employees are included in the 1997 Hartford
Life, Inc. Incentive Stock Plan (the "Plan"), which was adopted during the
second quarter of 1997. Under the Plan, options granted may be either
non-qualified options or incentive stock options qualifying under Section 422A
of the Internal Revenue Code. The aggregate number of shares of Class A Common
Stock which may be awarded in any one year shall be subject to an annual limit.
The maximum number of shares of Class A Common Stock which may be granted under
the Plan in each year shall be 1.5% of the total issued and outstanding shares
of Hartford Life Class A Common Stock and treasury stock as reported in the
Annual Report on Hartford
 
                            F-14     PROSPECTUS
<PAGE>
Life's Form 10-K for the preceding year plus unused portions of such limit from
prior years. In addition, no more than 5 million shares of Class A Common Stock
shall be cumulatively available for awards of incentive stock options under the
Plan, and no more than 20% of the total number of shares on a cumulative basis
shall be available for restricted stock and performance shares.
 
All options granted have an exercise price equal to the market price of Hartford
Life's stock on the date of grant and an option's maximum term is ten years.
Certain nonperformance based options become exercisable upon the attainment of
specified market price appreciation of Hartford Life's common shares or at seven
years after the date of grant, while the remaining nonperformance based options
become exercisable over a three year period commencing with the date of grant.
 
Also included in the Plan are long-term performance awards which become payable
upon the attainment of specific performance goals achieved over a three year
period.
 
During the second quarter of 1997, Hartford Life established the Hartford Life,
Inc. Employee Stock Purchase Plan (ESPP). Under this plan, eligible employees of
Hartford Life and the Company may purchase Class A Common Stock of Hartford Life
at a 15% discount from the lower of the market price at the beginning or end of
the quarterly offering period. Hartford Life may sell up to 2,700,000 shares of
stock to eligible employees. Hartford Life sold 121,943 and 54,316 shares under
the ESPP in 1998 and 1997, respectively. The weighted average fair value of the
discount under the ESPP was $13.80 per share in 1998 and $9.63 per share in
1997.
 
8. POSTRETIREMENT BENEFIT AND SAVINGS PLANS
 
(A) PENSION PLANS
 
Hartford Life Insurance Company's employees are included in The Hartford's
noncontributory defined benefit pension plans. These plans provide pension
benefits that are based on years of service and the employee's compensation
during the last ten years of employment. The Company's funding policy is to
contribute annually an amount between the minimum funding requirements set forth
in the Employee Retirement Income Security Act of 1974, as amended, and the
maximum amount that can be deducted for U.S. Federal income tax purposes.
Generally, pension costs are funded through the purchase of the Company's group
pension contracts. The cost to the Company was approximately $6 in 1998 and $5
in both 1997 and 1996.
 
The Company also provides, through The Hartford, certain health care and life
insurance benefits for eligible retired employees. A substantial portion of the
Company's employees may become eligible for these benefits upon retirement. The
Company's contribution for health care benefits will depend on the retiree's
date of retirement and years of service. In addition, the plan has a defined
dollar cap which limits average Company contributions. The Company has prefunded
a portion of the health care and life insurance obligations through trust funds
where such prefunding can be accomplished on a tax effective basis.
Postretirement health care and life insurance benefits expense, allocated by The
Hartford, was immaterial to the results of operations for 1998, 1997 and 1996.
 
The assumed rate in the per capita cost of health care (the health care trend
rate) was 7.8% for 1998, decreasing ratably to 5.0% in the year 2003. Increasing
the health care trend rates by one percent per year would have an immaterial
impact on the accumulated postretirement benefit obligation and the annual
expense. To the extent that the actual experience differs from the inherent
assumptions, the effect will be amortized over the average future service of
covered employees.
 
(B) INVESTMENT AND SAVINGS PLAN
 
Substantially all employees of the Company are eligible to participate in The
Hartford's Investment and Savings Plan. Under this plan, designated
contributions, which may be invested in Class A Common Stock of Hartford Life or
certain other investments, are matched, up to 3% of compensation, by the
Company. The cost to Hartford Life Insurance Company for the above-mentioned
plan was approximately $4 and $2 in 1998 and 1997, respectively.
 
9. REINSURANCE
 
Hartford Life Insurance Company cedes insurance to other insurers, including its
parent, HLA, in order to limit its maximum loss. Such transfer does not relieve
the Company of its primary liability. The Company also assumes insurance from
other insurers. Failure of reinsurers to honor their obligations could result in
losses to the Company. The Company evaluates the financial condition of its
reinsurers and monitors concentration of credit risk.
 
Net premiums and other considerations were comprised of the following:
<TABLE>
<CAPTION>
                                                                 For the Years Ended December
                                                                              31,
<S>                                                             <C>        <C>        <C>
                                                                -------------------------------
 
<CAPTION>
                                                                  1998       1997       1996
<S>                                                             <C>        <C>        <C>
                                                                -------------------------------
Gross premiums                                                  $   2,722  $   2,164  $   2,138
Assumed                                                               150        159        190
Ceded                                                                (654)      (686)      (623)
                                                                -------------------------------
                         NET PREMIUMS AND OTHER CONSIDERATIONS  $   2,218  $   1,637  $   1,705
                                                                -------------------------------
</TABLE>
 
                            F-15     PROSPECTUS
<PAGE>
The Company ceded approximately $128, $76 and $100 of group life premium to HLA
in 1998, 1997 and 1996, respectively, representing $38.4 billion, $33.6 billion
and $33.3 billion of insurance in force, respectively. The Company ceded $383,
$339 and $318 of accident and health premium to HLA in 1998, 1997 and 1996,
respectively. The Company assumed $82, $89 and $101 of premium in 1998, 1997 and
1996, respectively, representing $7.4 billion, $8.2 billion and $8.5 billion of
individual life insurance in force, respectively, from HLA.
 
Life reinsurance recoveries, which reduce death and other benefits, approximated
$97, $158 and $140 for the years ended December 31, 1998, 1997 and 1996,
respectively.
 
Hartford Life Insurance Company has no significant reinsurance-related
concentrations of credit risk.
 
10. INCOME TAX
 
Hartford Life and The Hartford have entered into a tax sharing agreement under
which each member in the consolidated U.S. Federal income tax return will make
payments between them such that, with respect to any period, the amount of taxes
to be paid by the Company, subject to certain adjustments, generally will be
determined as though the Company were filing separate Federal, state and local
income tax returns.
 
As long as The Hartford continues to own at least 80% of the combined voting
power and 80% of the value of the outstanding capital stock of Hartford Life,
the Company will be included for Federal income tax purposes in the affiliated
group of which The Hartford is the common parent. It is the intention of The
Hartford and its non-life subsidiaries to file a single consolidated Federal
income tax return. The life insurance companies will file a separate
consolidated federal income tax return. The Company's effective tax rate was
35%, 36% and 35% in 1998, 1997 and 1996, respectively.
 
Income tax expense is as follows:
<TABLE>
<CAPTION>
                                                                      For the Years Ended December
                                                                                   31,
<S>                                                                  <C>        <C>        <C>
                                                                     -------------------------------
 
<CAPTION>
                                                                       1998       1997       1996
<S>                                                                  <C>        <C>        <C>
Current                                                              $     307  $     162  $     118
Deferred                                                                  (119)         5        (98)
                                                                     -------------------------------
                                                 INCOME TAX EXPENSE  $     188  $     167  $      20
                                                                     -------------------------------
</TABLE>
 
A reconciliation of the tax provision at the U.S. Federal statutory rate to the
provision for income taxes is as follows:
<TABLE>
<CAPTION>
                                                                     For the Years Ended December 31,
<S>                                                                  <C>        <C>        <C>
                                                                     ---------------------------------
 
<CAPTION>
                                                                       1998       1997        1996
<S>                                                                  <C>        <C>        <C>
                                                                     ---------------------------------
Tax provision at the U.S. Federal statutory rate                     $     188  $     164   $      20
Other                                                                       --          3          --
                                                                     ---------------------------------
                                                              TOTAL  $     188  $     167   $      20
                                                                     ---------------------------------
</TABLE>
 
Deferred tax assets (liabilities) include the following as of December 31:
 
<TABLE>
<CAPTION>
                                                                                              1998       1997
<S>                                                                              <C>        <C>        <C>
                                                                                 -------------------------------
Tax basis deferred policy acquisition costs                                                 $     751  $     639
Financial statement deferred policy acquisition costs and reserves                                103         69
Employee benefits                                                                                   4          8
Net unrealized capital gains on securities                                                        (98)       (96)
Investments and other                                                                            (296)      (272)
                                                                                 -------------------------------
                                                                          TOTAL             $     464  $     348
                                                                                 -------------------------------
</TABLE>
 
Hartford Life Insurance Company had a current tax payable of $65 and $64 as of
December 31, 1998 and 1997, respectively.
 
Prior to the Tax Reform Act of 1984, the Life Insurance Company Income Tax Act
of 1959 permitted the deferral from taxation of a portion of statutory income
under certain circumstances. In these situations, the deferred income was
accumulated in a "Policyholders' Surplus Account" and, based on current tax law,
will be taxable in the future only under conditions which management considers
to be remote; therefore, no Federal income taxes have been provided on this
deferred income. The balance for tax return purposes of the Policyholders'
Surplus Account as of December 31, 1998 was $104.
 
11. RELATED PARTY TRANSACTIONS
 
Transactions of the Company with HA&I and its affiliates relate principally to
tax settlements, reinsurance, insurance coverage, rental and service fees,
payment of dividends and capital contributions. In addition, certain affiliated
insurance
 
                            F-16     PROSPECTUS
<PAGE>
companies purchased group annuity contracts from the Company to fund pension
costs and claim annuities to settle casualty claims. Substantially all general
insurance expenses related to the Company, including rent and employee benefit
plan expenses, are initially paid by The Hartford. Direct expenses are allocated
to the Company using specific identification, and indirect expenses are
allocated using other applicable methods. Indirect expenses include those for
corporate areas which, depending on type, are allocated based on either a
percentage of direct expenses or on utilization. Indirect expenses allocated to
the Company by The Hartford were $47, $34 and $40 in 1998, 1997 and 1996,
respectively. Management believes that the methods used are reasonable.
 
12. COMMITMENTS AND CONTINGENT LIABILITIES
 
(A) LITIGATION
 
Hartford Life Insurance Company is involved in pending and threatened litigation
in the normal course of its business in which claims for monetary and punitive
damages have been asserted. Although there can be no assurances, at the present
time the Company does not anticipate that the ultimate liability arising from
such pending or threatened litigation, after consideration of provisions made
for potential losses and costs of defense, will have a material adverse effect
on the financial condition or operating results of the Company.
 
(B) GUARANTY FUNDS
 
Under insurance guaranty fund laws in each state, the District of Columbia and
Puerto Rico, insurers licensed to do business can be assessed by state insurance
guaranty associations for certain obligations of insolvent insurance companies
to policyholders and claimants. Recent regulatory actions against certain large
life insurers encountering financial difficulty have prompted various state
insurance guaranty associations to begin assessing life insurance companies for
the deemed losses. Most of these laws do provide, however, that an assessment
may be excused or deferred if it would threaten an insurer's solvency and
further provide annual limits on such assessments. Part of the assessments paid
by the Company and its subsidiaries pursuant to these laws may be used as
credits for a portion of the associated premium taxes. The Company paid guaranty
fund assessments of approximately $9, $15 and $11 in 1998, 1997 and 1996,
respectively, of which $4, $4 and $5, respectively, were estimated to be
creditable against premium taxes.
 
(C) LEASES
 
The rent paid to Hartford Fire for space occupied by the Company was $7 in both
1998 and 1997 and $3 in 1996. Future minimum rental commitments are as follows:
 
<TABLE>
<S>                                                                      <C>
1999                                                                     $       7
2000                                                                            12
2001                                                                            12
2002                                                                            13
2003                                                                            13
Thereafter                                                                      74
                                                                         ---------
                                                                  TOTAL  $     131
                                                                         ---------
</TABLE>
 
Rental expense is recognized on a level basis over the term of the primary
sublease, which expires on December 31, 2009, and amounted to approximately $9
in both 1998 and 1997 and $8 in 1996.
 
(D) TAX MATTERS
 
Hartford Life's federal income tax returns are routinely audited by the Internal
Revenue Service. Hartford Life is currently under audit for the years 1993
through 1995, with the audit for the years 1996 through 1997 expected to begin
during early 1999. Management believes that adequate provision has been made in
the financial statements for items that may result from tax examinations and
other tax related matters.
 
(E) INVESTMENTS
 
As of December 31, 1998, Hartford Life Insurance Company held $71 of asset
backed securities securitized and serviced by Commercial Financial Services,
Inc. (CFS) of which $50 were included in the Company's general account and $21
in the Company's guaranteed separate account. In October 1998, the Company
became aware of allegations of improper activities at CFS. On December 11, 1998,
CFS filed for protection under Chapter 11 of the Bankruptcy Code. As of December
31, 1998, CFS continues to service the asset backed securities, which remain
current on payments of principal and interest, however, the Company does not
expect to recover all of its principal investment. Based upon information
available in the fourth quarter 1998, the Company recognized a $25, after-tax,
writedown related to its holdings in CFS of which $18 was related to the
Company's general account assets. The ultimate realizable amount depends on the
outcome of the bankruptcy of CFS and these estimates are therefore subject to
material change as new information becomes available. The Company is presently
unable to determine the amount of further potential loss, if any, related to the
securities.
 
                            F-17     PROSPECTUS
<PAGE>
13. SEGMENT INFORMATION
 
Hartford Life Insurance Company adopted SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information", during the fourth quarter of
1998. This statement replaces SFAS No. 14, "Financial Reporting for Segments of
a Business Enterprise", and establishes new standards for reporting information
about operating segments in annual financial statements and in interim financial
reports issued to shareholders. It also establishes standards for related
disclosures about products and services, geographic areas and major customers.
This statement requires that the reportable operating segments be based on the
Company's internal operations. On this basis, Hartford Life Insurance Company's
segments represent strategic operations which offer different products and
services as well as serve different markets.
 
Hartford Life Insurance Company is organized into three reportable operating
segments which include Investment Products, Individual Life and Corporate Owned
Life Insurance (COLI). Investment Products offers individual variable annuities,
fixed market value adjusted (MVA) annuities and fixed and variable immediate
annuities, mutual funds, deferred compensation and retirement plan services,
structured settlement contracts and other special purpose annuity contracts.
Individual Life sells a variety of life insurance products, including variable
life, universal life, interest-sensitive whole life and term life insurance.
COLI primarily offers variable products used by employers to fund non-qualified
benefits or other post-employment benefit obligations as well as leveraged COLI.
The Company includes in "Other" corporate items not directly allocable to any of
its reportable operating segments as well as certain employee benefit products
including group life and disability insurance that is directly written by the
Company and is substantially ceded to its parent, HLA.
 
The accounting policies of the reportable operating segments are the same as
those described in the summary of significant accounting policies in Note 2.
Hartford Life Insurance Company evaluates performance of its segments based on
revenues, net income and the segment's return on allocated capital. The Company
charges direct operating expenses to the appropriate segment and allocates the
majority of indirect expenses to the segments based on an intercompany expense
arrangement. Intersegment revenues are not significant and primarily occur
between corporate and the operating segments. These amounts include interest
income on allocated surplus and the amortization of net realized capital gains
and losses through net investment income utilizing the duration of the segment's
investment portfolios. The Company's revenues are primarily derived from
customers within the United States. The Company's long-lived assets primarily
consist of deferred policy acquisition costs and deferred tax assets from within
the United States. The following table outlines summarized financial information
concerning the Company's segments. The information for 1997 and 1996 has been
restated to conform to the 1998 presentation.
 
<TABLE>
<CAPTION>
                                                         Investment Individual
1998                                                     Products    Life      COLI      Other    Total
<S>                                                      <C>        <C>      <C>        <C>      <C>
                                                         -----------------------------------------------
Total revenues                                            $ 1,779   $  543    $  1,567  $    86  $ 3,975
Net investment income                                         736      181         793       49    1,759
Amortization of deferred policy acquisition costs             326      105          --       --      431
Income tax expense (benefit)                                  145       35          12       (4)     188
Net income (loss)                                             270       64          24       (8)     350
Assets                                                     87,207    5,228      22,631    3,197  118,263
</TABLE>
 
<TABLE>
<CAPTION>
                                                         Investment Individual
1997                                                     Products    Life      COLI      Other    Total
<S>                                                      <C>        <C>      <C>        <C>      <C>
                                                         -----------------------------------------------
Total revenues                                            $ 1,510   $  487    $    980  $    32  $ 3,009
Net investment income                                         739      164         429       36    1,368
Amortization of deferred policy acquisition costs             250       83          --        2      335
Income tax expense                                            111       30          15       11      167
Net income                                                    206       55          27       14      302
Assets                                                     72,288    4,914      17,800    2,743   97,745
</TABLE>
 
<TABLE>
<CAPTION>
                                                         Investment Individual
1996                                                     Products    Life      COLI      Other    Total
<S>                                                      <C>        <C>      <C>        <C>      <C>
                                                         -----------------------------------------------
Total revenues                                            $ 1,002   $  440    $  1,360  $    87  $ 2,889
Net investment income                                         684      153         480       80    1,397
Amortization of deferred policy acquisition costs             174       60          --       --      234
Income tax expense (benefit)                                  (42 )     24          11       27       20
Net income (loss)                                             (77 )     44          26       45       38
Assets                                                     57,410    3,753      14,222    2,377   77,762
</TABLE>
 
                            F-18     PROSPECTUS
<PAGE>
14. QUARTERLY RESULTS FOR 1998 AND 1997 (UNAUDITED)
<TABLE>
<CAPTION>
                                                                       Three Months Ended
<S>                                  <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
                                          March 31,              June 30,           September 30,          December 31,
                                     --------------------------------------------------------------------------------------
 
<CAPTION>
                                       1998       1997       1998       1997       1998       1997       1998       1997
<S>                                  <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
                                     --------------------------------------------------------------------------------------
Revenues                              $    915   $    651   $    721   $    645   $    826   $    679   $  1,513   $  1,034
Benefits, claims and expenses              787        550        591        536        688        550      1,371        904
Net income                                  83         63         85         74         89         81         93         84
</TABLE>
 
                            F-19     PROSPECTUS
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
  SCHEDULE I -- SUMMARY OF INVESTMENTS -- OTHER THAN INVESTMENTS IN AFFILIATES
                            AS OF DECEMBER 31, 1998
                                 (IN MILLIONS)
            --------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                   Amount at
                                                                  which shown
                                                         Fair      on Balance
                           Type of Investment   Cost     Value       Sheet
<S>                                            <C>      <C>      <C>
                                               --------------------------------
FIXED MATURITIES
Bonds and Notes
  U. S. Government and Government agencies
   and authorities
   (guaranteed and sponsored)                  $   121  $   123     $   123
  U. S. Government and Government agencies
   and authorities
   (guaranteed and sponsored) -- asset backed    1,001    1,016       1,016
  States, municipalities and political
   subdivisions                                    165      173         173
  Foreign governments                              393      412         412
  Public utilities                                 844      874         874
  All other corporate including international    5,469    5,687       5,687
  All other corporate -- asset backed            4,155    4,171       4,171
  Short-term investments                         1,847    1,847       1,847
Certificates of deposit                            510      515         515
                                               --------------------------------
                       TOTAL FIXED MATURITIES   14,505   14,818      14,818
                                               --------------------------------
 
EQUITY SECURITIES
 Common Stocks
  Industrial and miscellaneous                      30       31          31
                                               --------------------------------
                      TOTAL EQUITY SECURITIES       30       31          31
                                               --------------------------------
 TOTAL FIXED MATURITIES AND EQUITY SECURITIES   14,535   14,849      14,849
                                               --------------------------------
Policy Loans                                     6,684    6,684       6,684
                                               --------------------------------
OTHER INVESTMENTS
  Mortgage loans on real estate                    206      207         206
  Other invested assets                             58      102          58
                                               --------------------------------
                      TOTAL OTHER INVESTMENTS      264      309         264
                                               --------------------------------
                            TOTAL INVESTMENTS  $21,483  $21,842     $21,797
                                               --------------------------------
</TABLE>
 
                            F-20     PROSPECTUS
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
              SCHEDULE III -- SUPPLEMENTARY INSURANCE INFORMATION
              FOR THE YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
                                 (IN MILLIONS)
            --------------------------------------------------------
<TABLE>
<CAPTION>
                                                Deferred
                                                 Policy       Future       Other         Premiums          Net
                                               Acquisition    Policy     Policyholder    and Other      Investment
Segment                                           Costs      Benefits      Funds      Considerations     Income
<S>                                            <C>           <C>         <C>          <C>               <C>
                                               ------------------------------------------------------------------
 
1998
Investment Products                              $2,823       $2,407      $ 9,194         $1,043         $  736
Individual Life                                     931          466        2,307            363            181
Corporate Owned Life Insurance                       --          225        8,097            774            793
Other                                                --          497           17             38             49
                                               ------------------------------------------------------------------
 CONSOLIDATED OPERATIONS                         $3,754       $3,595      $19,615         $2,218         $1,759
                                               ------------------------------------------------------------------
1997
                                               ------------------------------------------------------------------
Investment Products                              $2,478       $2,070      $ 9,620         $  771         $  739
Individual Life                                     837          392        2,182            323            164
Corporate Owned Life Insurance                       --           56        9,259            551            429
Other                                                --          541          (27)            (8)            36
                                               ------------------------------------------------------------------
 CONSOLIDATED OPERATIONS                         $3,315       $3,059      $21,034         $1,637         $1,368
                                               ------------------------------------------------------------------
1996
                                               ------------------------------------------------------------------
Investment Products                              $2,030       $1,526      $10,140         $  537         $  684
Individual Life                                     730          346        2,160            287            153
Corporate Owned Life Insurance                       --           --        9,823            880            480
Other                                                --          602           11              1             80
                                               ------------------------------------------------------------------
 CONSOLIDATED OPERATIONS                         $2,760       $2,474      $22,134         $1,705         $1,397
                                               ------------------------------------------------------------------
 
<CAPTION>
                                                   Net        Benefits,    Amortization
                                                 Capital        Claim         Policy
                                                  Gains      Adjustment     Acquisition    Dividends to     Other
Segment                                         (Losses)      Expenses         Costs       Policyholders   Expenses
<S>                                            <C>           <C>           <C>             <C>            <C>
 
1998
Investment Products                              $  --         $  670          $326            $ --         $  368
Individual Life                                     (1)           262           105              --             77
Corporate Owned Life Insurance                      --            924            --             329            278
Other                                               (1)            55            --              --             43
 
 CONSOLIDATED OPERATIONS                         $  (2)        $1,911          $431            $329         $  766
 
1997
 
Investment Products                              $  --         $  677          $250            $ --         $  266
Individual Life                                     --            242            83              --             77
Corporate Owned Life Insurance                      --            439            --             240            259
Other                                                4             21             2              --            (16)
 
 CONSOLIDATED OPERATIONS                         $   4         $1,379          $335            $240         $  586
 
1996
 
Investment Products                              $(219)        $  744          $175            $ --         $  203
Individual Life                                     --            245            59              --             68
Corporate Owned Life Insurance                      --            545            --             634            144
Other                                                6              1            --               1             12
 
 CONSOLIDATED OPERATIONS                         $(213)        $1,535          $234            $635         $  427
 
</TABLE>
 
                            F-21     PROSPECTUS
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                           SCHEDULE IV -- REINSURANCE
                                 (IN MILLIONS)
            --------------------------------------------------------
 
<TABLE>
<CAPTION>
                                                                 Ceded to      Assumed From               Percentage
                                                     Gross        Other           Other         Net        of Amount
                                                     Amount     Companies       Companies      Amount   Assumed to Net
<S>                                                 <C>       <C>             <C>             <C>       <C>
                                                    -------------------------------------------------------------------
FOR THE YEAR ENDED
 DECEMBER 31, 1998
Life insurance in force                             $326,400     $ 200,782       $ 18,289     $143,907        12.7%
PREMIUMS AND OTHER CONSIDERATIONS
Life insurance and annuities                        $  2,329     $     271       $    142     $  2,200         6.5%
Accident and health insurance                            393           383              8           18        44.4%
                                                    -------------------------------------------------------------------
           TOTAL PREMIUMS AND OTHER CONSIDERATIONS  $  2,722     $     654       $    150     $  2,218         6.8%
                                                    -------------------------------------------------------------------
FOR THE YEAR ENDED
 DECEMBER 31, 1997
                                                    -------------------------------------------------------------------
Life insurance in force                             $245,487     $ 178,771       $ 33,156     $ 99,872        33.2%
                                                    -------------------------------------------------------------------
PREMIUMS AND OTHER CONSIDERATIONS
Life insurance and annuities                        $  1,818     $     340       $    157     $  1,635         9.6%
Accident and health insurance                            346           346              2            2       100.0%
                                                    -------------------------------------------------------------------
           TOTAL PREMIUMS AND OTHER CONSIDERATIONS  $  2,164     $     686       $    159     $  1,637         9.7%
                                                    -------------------------------------------------------------------
FOR THE YEAR ENDED
 DECEMBER 31, 1996
                                                    -------------------------------------------------------------------
Life insurance in force                             $177,094     $ 106,146       $ 31,957     $102,905        31.1%
                                                    -------------------------------------------------------------------
PREMIUMS AND OTHER CONSIDERATIONS
Life insurance and annuities                        $  1,801     $     298       $    169     $  1,672        10.1%
Accident and health insurance                            337           325             21           33        63.6%
                                                    -------------------------------------------------------------------
           TOTAL PREMIUMS AND OTHER CONSIDERATIONS  $  2,138     $     623       $    190     $  1,705        11.1%
                                                    -------------------------------------------------------------------
</TABLE>
 
                            F-22     PROSPECTUS


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