SEPARATE ACCOUNT FIVE OF HARTFORD LIFE INSURANCE CO
497, 2000-05-03
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<TABLE>
<S>                                                           <C>
DIRECTOR LIFE
MODIFIED SINGLE PREMIUM
VARIABLE LIFE INSURANCE POLICIES
HARTFORD LIFE INSURANCE COMPANY
P.O. BOX 2999
HARTFORD, CONNECTICUT 06104-2999
TELEPHONE: (800) 231-5453                                     [LOGO]
</TABLE>

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This Prospectus describes information you should know before you purchase
Director Life. Please read it carefully.

Director 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.
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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:

<TABLE>
<CAPTION>

                         SUB-ACCOUNT                                         PURCHASES SHARES OF:
  <S>                                                         <C>
  Hartford Advisers Fund Sub-Account                          Class IA of Hartford Advisers HLS Fund, Inc.
  Hartford Bond Fund Sub-Account                              Class IA of Hartford Bond HLS Fund, Inc.
  Hartford Capital Appreciation Fund Sub-Account              Class IA of Hartford Capital Appreciation HLS
                                                              Fund, Inc.
  Hartford Dividend and Growth Fund Sub-Account               Class IA of Hartford Dividend and Growth HLS
                                                              Fund, Inc.
  Hartford Global Health Fund Sub-Account                     Class IA of Hartford Global Health HLS Fund of
                                                              Hartford Series Fund, Inc.
  Hartford Global Leaders Fund Sub-Account                    Class IA of Hartford Global Leaders HLS Fund of
                                                              Hartford Series Fund, Inc.
  Hartford Global Technology Fund Sub-Account                 Class IA of Hartford Global Technology HLS Fund of
                                                              Hartford Series Fund, Inc.
  Hartford Growth and Income Fund Sub-Account                 Class IA of Hartford Growth and Income HLS Fund of
                                                              Hartford Series Fund, Inc.
  Hartford High Yield Fund Sub-Account                        Class IA of Hartford High Yield HLS Fund of
                                                              Hartford Series Fund, Inc.
  Hartford Index Fund Sub-Account                             Class IA of Hartford Index HLS Fund, Inc.
  Hartford International Advisers Fund Sub-Account            Class IA of Hartford International Advisers HLS
                                                              Fund, Inc.
  Hartford International Opportunities Fund Sub-Account       Class IA of Hartford International Opportunities
                                                              HLS Fund, Inc.
  Hartford MidCap Fund Sub-Account                            Class IA of Hartford MidCap HLS Fund, Inc.
  Hartford Money Market Fund Sub-Account                      Class IA of Hartford Money Market HLS Fund, Inc.
  Hartford Mortgage Securities Fund Sub-Account               Class IA of Hartford Mortgage Securities HLS
                                                              Fund, Inc.
  Hartford Small Company Fund Sub-Account                     Class IA of Hartford Small Company HLS Fund, Inc.
  Hartford Stock Fund Sub-Account                             Class IA of Hartford Stock HLS Fund, Inc.
</TABLE>

<PAGE>
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. 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 website 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
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PROSPECTUS DATED: MAY 1, 2000
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HARTFORD LIFE INSURANCE COMPANY                                                3
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TABLE OF CONTENTS

<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
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  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                                                      10
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PREMIUMS                                                         12
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DEATH BENEFITS AND POLICY VALUES                                 13
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MAKING WITHDRAWALS FROM YOUR POLICY                              14
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LOANS                                                            15
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LAPSE AND REINSTATEMENT                                          16
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FEDERAL TAX CONSIDERATIONS                                       16
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LEGAL PROCEEDINGS                                                19
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OTHER MATTERS                                                    19
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GLOSSARY OF SPECIAL TERMS                                        20
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APPENDIX A -- SPECIAL INFORMATION FOR POLICIES PURCHASED IN
  NEW YORK                                                       21
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</TABLE>
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4                                                HARTFORD LIFE INSURANCE COMPANY
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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 may be 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.
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HARTFORD LIFE INSURANCE COMPANY                                                5
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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>
 <S>                   <C>                             <C>                             <C>
        CHARGE            WHEN CHARGE IS DEDUCTED             AMOUNT DEDUCTED           POLICIES FROM WHICH CHARGE IS DEDUCTED
 Surrender Charges     When you fully or partially     A percentage of the amount      All, if the surrender is subject to a
                       surrender your policy.          surrendered, not to exceed the  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>

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>

        CHARGE           WHEN CHARGE IS DEDUCTED           AMOUNT DEDUCTED            POLICIES FROM WHICH CHARGE IS DEDUCTED
<S>                      <C>                       <C>                                <C>
Cost of Insurance        Monthly.                  Individualized depending on age,                All
Charges                                            sex and other factors.
Mortality and Expense    Monthly.                  .90% (annualized) of Sub-Account                All
Risk Charge                                        Value
Tax Expense Charge       Monthly.                  .40% (annualized) of Account                    All
                                                   Value for Policy Years 1-10
Annual Maintenance Fee   On Policy Anniversary     $30.00                             Only policies with an Account Value of
                         Date or upon surrender                                       less than $50,000 on the Policy
                         of the policy.                                               Anniversary Date or date of surrender.
Administrative Charge    Monthly.                  .25% (annualized) of Sub-Account                All
                                                   Value
</TABLE>

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6                                                HARTFORD LIFE INSURANCE COMPANY
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The next table describes the Fund fees and expenses that you will pay
periodically during the time that you own the policy. More detail concerning
each Fund's fees and expenses is contained in the prospectus for each Fund.

ANNUAL FUND OPERATING EXPENSES
AS OF THE FUND'S YEAR END
(As a percentage of net assets)

<TABLE>
<CAPTION>
                                                                                       OTHER              TOTAL FUND
                                                                                     EXPENSES         OPERATING EXPENSES
                                                            MANAGEMENT FEES       (INCLUDING ANY    (INCLUDING ANY WAIVERS
                                                        (INCLUDING ANY WAIVERS)   REIMBURSEMENTS)   AND ANY REIMBURSEMENTS)
<S>                                                     <C>                       <C>               <C>
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Hartford Advisers HLS Fund                                     0.63%                  0.02%                 0.65%
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Hartford Bond HLS Fund                                         0.49%                  0.03%                 0.52%
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Hartford Capital Appreciation HLS Fund                         0.64%                  0.02%                 0.66%
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Hartford Dividend and Growth HLS Fund                          0.65%                  0.03%                 0.68%
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Hartford Global Health HLS Fund (1)                            0.85%                  0.25%                 1.10%
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Hartford Global Leaders HLS Fund                               0.74%                  0.12%                 0.86%
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Hartford Global Technology HLS Fund (1)                        0.85%                  0.25%                 1.10%
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Hartford Growth and Income HLS Fund                            0.78%                  0.04%                 0.82%
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Hartford High Yield HLS Fund                                   0.66%                  0.06%                 0.72%
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Hartford Index HLS Fund                                        0.40%                  0.03%                 0.43%
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Hartford International Advisers HLS Fund                       0.76%                  0.09%                 0.85%
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Hartford International Opportunities HLS Fund                  0.69%                  0.09%                 0.78%
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Hartford MidCap HLS Fund                                       0.76%                  0.03%                 0.79%
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Hartford Money Market HLS Fund                                 0.45%                  0.02%                 0.47%
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Hartford Mortgage Securities HLS Fund                          0.45%                  0.03%                 0.48%
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Hartford Small Company HLS Fund                                0.75%                  0.03%                 0.78%
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Hartford Stock HLS Fund                                        0.46%                  0.02%                 0.48%
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</TABLE>

(1) Hartford Global Health HLS Fund and Hartford Global Technology HLS Fund are
    new Funds. "Total Fund Operating Expenses" are based on annualized estimates
    of such expenses to be incurred during the current fiscal year.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                                7
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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 DATE
    RATING AGENCY         OF RATING       RATING          BASIS OF RATING
<S>                     <C>              <C>        <C>
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 A.M. Best and
 Company, Inc.               1/1/99         A+      Financial performance
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 Standard & Poor's           8/1/99        AA       Insurer financial strength
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 Duff & Phelps               7/1/99        AA+      Claims paying ability
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</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

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

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

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

The Funds may not be available in all states.

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

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

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

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

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

HARTFORD GLOBAL HEALTH HLS FUND -- Seeks long-term capital appreciation by
investing in equity securities of health care companies worldwide. Sub-advised
by Wellington Management.

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

HARTFORD GLOBAL TECHNOLOGY HLS FUND -- Seeks long-term capital appreciation by
investing in equity securities technology companies worldwide. Sub-advised by
Wellington Management.
<PAGE>
8                                                HARTFORD LIFE INSURANCE COMPANY
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HARTFORD GROWTH AND INCOME HLS FUND -- Seeks growth of capital and current
income by investing primarily in equity securities with earnings growth
potential and steady or rising dividends. Sub-advised by Wellington Management.

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

HARTFORD INDEX HLS FUND -- Seeks to provide investment results that approximate
the price and yield performance of publicly traded common stocks in the
aggregate, as represented by the Standard & Poor's 500 Composite Stock Price
Index.* Sub-advised by HIMCO.

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

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

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

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

HARTFORD MORTGAGE SECURITIES HLS FUND -- Seeks maximum current income consistent
with safety of principal and maintenance of liquidity by investing primarily in
mortgage-related securities. Sub-advised by HIMCO.

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

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

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 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.

ADMINISTRATIVE SERVICES -- Hartford has entered into agreements with the
investment advisers or distributors of many of the Funds. Under the terms of
these agreements, Hartford provides administrative services and the Funds pay a
fee to Hartford that is usually based on an annual percentage of the average
daily net assets of the Funds. These agreements may be different for each Fund
or each Fund family.

* "STANDARD & POOR'S," "S&P-REGISTERED TRADEMARK-," "S&P
  500-REGISTERED TRADEMARK-," "STANDARD & POOR'S 500," AND "500" ARE TRADEMARKS
  OF THE MCGRAW-HILL COMPANIES, INC. AND HAVE BEEN LICENSED FOR USE BY HARTFORD.
  THE INDEX FUND IS NOT SPONSORED, ENDORSED, SOLD OR PROMOTED BY STANDARD &
  POOR'S AND STANDARD & POOR'S MAKES NO REPRESENTATION REGARDING THE
  ADVISABILITY OF INVESTING IN THE INDEX FUND.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                                9
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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 Death Benefit 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.

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:

- - 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
<PAGE>
10                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
deduction may be higher or lower than the premium tax imposed. However, we do
not expect to make a profit from this deduction.

- - 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>      <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 0.25%. 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 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:

- - the current Account Value, Cash Surrender Value and Face Amount;

- - the premiums paid, monthly deduction amounts and any loans since your last
  statement;

- - the amount of any Indebtedness;

- - any notifications required by the provisions of your policy; and

- - 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
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               11
- --------------------------------------------------------------------------------
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.

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
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.

- - 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."

- - To qualify for simplified underwriting under a last survivor policy, both
  Insureds must meet the simplified underwriting standards.

- - For a last survivor policy to be reinstated, both Insureds must be alive on
  the date of reinstatement.

- - The policy provisions regarding misstatement of age or sex, suicide and
  incontestability apply to either Insured.

- - 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.

- - Additional tax disclosures applicable to last survivor policies are provided
  in "Federal Tax Considerations."
<PAGE>
12                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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 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 Money Market Sub-Account.

We will then allocate the Account Value in the 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
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               13
- --------------------------------------------------------------------------------
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:

- - the New York Stock Exchange is closed;

- - trading on the New York Stock Exchange is restricted by the SEC;

- - the SEC permits and orders postponement; or

- - the SEC determines that an emergency exists to restrict valuation.

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:

- - the Face Amount; or

- - 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:
EXAMPLES:

<TABLE>
<CAPTION>
                                    A          B
<S>                              <C>        <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.
<PAGE>
14                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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 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 multi-plying 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".
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               15
- --------------------------------------------------------------------------------

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.

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 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.
<PAGE>
16                                               HARTFORD LIFE INSURANCE COMPANY
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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:

- - the Cash Value at the time of termination; plus

- - Net Premiums derived from premiums paid at the time of reinstatement; minus

- - the Monthly Deduction Amounts that were due and unpaid during the Policy Grace
  Period; plus

- - 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 "Policy Benefits and Right-Account Value"). As a result,
such investment income and realized capital gains are automatically applied to
increase reserves under the Policy.

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.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               17
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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 policy 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 includible 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 includible in the
last surviving Insured's estate if he or she neither retained incidents of
ownership at death nor had given up ownership within three years before death.

The federal estate tax is integrated with the federal gift tax under a unified
rate schedule and unified credit which shelters up to $675,000 (2000) from the
estate and gift tax. The Taxpayer Relief Act of 1997 gradually raises the credit
over the next six 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).

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.
<PAGE>
18                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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 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
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               19
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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.
<PAGE>
20                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY                                               21
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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 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
<PAGE>
22                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
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.
<PAGE>
HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

STATEMENT OF ADDITIONAL INFORMATION
SEPARATE ACCOUNT FIVE

This Statement of Additional Information is not a prospectus. To obtain a
prospectus, write to us at P.O. Box 2999, Hartford, CT 06104-2999, or call us at
1-800-231-5453.

DATE OF PROSPECTUS: MAY 1, 2000
DATE OF STATEMENT OF ADDITIONAL INFORMATION: MAY 1, 2000
<PAGE>
2                                                HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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 DEATH BENEFITS                                   7
- ----------------------------------------------------------------------
FINANCIAL STATEMENTS                                            SA-1
- ----------------------------------------------------------------------
</TABLE>

<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                            3
- --------------------------------------------------------------------------------

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>
- ------------------------------------------------------------------------------------------------------------------
David A. Carlson       Vice President, 1999              Assistant Vice President and Director of Taxes
                                                         (1998-1999), Hartford; CIGNA Corporation (1975-1998).

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,
                       Accounting Officer, 1998          (1998-Present), 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, Chief      Senior Vice President (1998-present); Vice President
                       Financial Officer &               (1998); Assistant Vice President (1995-1998), Hartford;
                       Treasurer, 1998                   Senior Vice President (1998-Present), Hartford Life and
                       Director, 1999*                   Accident Insurance Company; Director, Strategic Planning
                                                         Corporate Finance (1995-1996); IA Product Development
                                                         (1994-1995), Hartford; Various Actuarial Roles
                                                         (1989-1993), Milliman & Robertson.

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.
</TABLE>

<PAGE>
4                                                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>
- ------------------------------------------------------------------------------------------------------------------
Stephen T. Joyce       Senior Vice President, 1999       Vice President (1997-1999), Assistant Vice President
                                                         (1994-1997), Hartford; Assistant Vice President
                                                         (1994-1997), Hartford Life and Accident Insurance
                                                         Company; Vice President (1997-1999), Assistant Vice
                                                         President (1994-1997), Hartford Life and Annuity
                                                         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       Director of Individual Life, Senior Vice President,
                                                         (1998-Present); Vice President, (1995-1998); Regional
                                                         Vice President (1991-1994), Hartford; Vice President
                                                         (1994-1997), Hartford Life and Accident Insurance
                                                         Company.

Thomas M. Marra        President, 2000                   Executive Vice President (1995-2000), Senior Vice
                       Director, 1994*                   President (1994-1995); Vice President (1989-1994);
                                                         Actuary (1987-1995), Hartford; Director (1994-Present);
                                                         Executive Vice President (1995-Present); Senior Vice
                                                         President (1994-1995); Vice President (1989-1994),
                                                         Actuary (1987-1997), Hartford Life and Accident Insurance
                                                         Company; President (2000-Present), Executive Vice
                                                         President (1996-2000), Director (1994-Present), Senior
                                                         Vice President (1993-1996), Hartford Life and Annuity
                                                         Insurance Company; Chief Operating Officer
                                                         (2000-Present), Executive Vice President, Individual Life
                                                         and Annuities (1997-2000), Hartford Life, Inc.

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
                                                         Bancorporation; Vice President (1988-1994), Bankers Trust
                                                         Company.

Lowndes A. Smith       Chief Executive Officer, 1997     President (1989-2000), Chief Operating Officer
                       Director, 1981*                   (1989-1997), Hartford; Chief Executive Officer
                                                         (1997-Present); President (1989-2000), Chief Operating
                                                         Officer (1989-1997), Director (1985-Present); Hartford
                                                         Life and Annuity Insurance Company; Director
                                                         (1981-Present); President (1989-Present); Chief Executive
                                                         Officer (1997-Present); Chief Operating Officer
                                                         (1989-1997), Hartford Life and Accident Insurance
                                                         Company; Chief Executive Officer and President and
                                                         Director (1997-Present), Hartford Life, Inc.
</TABLE>

<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                            5
- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                POSITION WITH                           OTHER BUSINESS PROFESSION,
                                  HARTFORD;                           VOCATION OR EMPLOYMENT FOR PAST
NAME                           YEAR OF ELECTION                       FIVE YEARS; OTHER DIRECTORSHIPS
<S>                    <C>                               <C>
- ------------------------------------------------------------------------------------------------------------------
David M. Znamierowski  Senior Vice President & Chief     Vice President (1997), Hartford; Director (1998-Present);
                       Investment Officer, 1997          Senior Vice President (1997-Present), Hartford Life and
                       Director, 1998*                   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.

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 Deanne Osgood, FSA, MAAA, Vice
President & Director of Individual Annuity Product Management for Hartford, and
are included in reliance upon her 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 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>
- -----------------------------------------------------------------
 David A. Carlson            Vice President
- -----------------------------------------------------------------
 Peter W. Cummins            Senior Vice President
- -----------------------------------------------------------------
 David T. Foy                Director
- -----------------------------------------------------------------
 Lynda Godkin                Senior Vice President, General
                              Counsel and Corporate Secretary
- -----------------------------------------------------------------
 George R. Jay               Controller
- -----------------------------------------------------------------
 Robert A. Kerzner           Executive Vice President
- -----------------------------------------------------------------
 Thomas M. Marra             Executive Vice President, Director
- -----------------------------------------------------------------
 Paul E. Olson               Supervising Registered Principal
- -----------------------------------------------------------------
 Lowndes A. Smith            President and Chief Executive
                              Officer, Director
- -----------------------------------------------------------------
</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.
<PAGE>
6                                                HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------

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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                            7
- --------------------------------------------------------------------------------

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 0.73% 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 0.73% described above) of -0.73%,
5.27% and 11.27%, 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.
<PAGE>
8                                                HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 45 MALE
                             INITIAL FACE: $40,161

  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,852      9,858     40,161     10,774      9,782     40,161
          2                 11,025        11,779     10,794     40,161     11,615     10,633     40,161
          3                 11,576        12,789     11,815     40,161     12,528     11,559     40,161
          4                 12,155        13,887     13,079     40,161     13,522     12,719     40,161
          5                 12,763        15,083     14,295     40,161     14,603     13,821     40,161
          6                 13,401        16,385     15,821     40,161     15,781     15,224     40,161
          7                 14,071        17,802     17,268     40,161     17,066     16,538     40,161
          8                 14,775        19,344     19,047     40,161     18,467     18,174     40,161
          9                 15,513        21,022     20,770     40,161     19,996     19,746     40,161
         10                 16,289        22,849     22,849     40,161     21,670     21,670     40,161
         11                 17,103        24,963     24,963     40,161     23,599     23,599     40,161
         12                 17,959        27,275     27,275     40,161     25,728     25,728     40,161
         13                 18,856        29,804     29,804     42,322     28,083     28,083     40,161
         14                 19,799        32,574     32,574     44,953     30,686     30,686     42,347
         15                 20,789        35,610     35,610     47,718     33,544     33,544     44,949
         16                 21,829        38,940     38,940     50,623     36,679     36,679     47,683
         17                 22,920        42,580     42,580     54,503     40,106     40,106     51,336
         18                 24,066        46,560     46,560     58,666     43,852     43,852     55,254
         19                 25,270        50,910     50,910     63,129     47,947     47,947     59,455
         20                 26,533        55,701     55,701     67,956     52,427     52,427     63,961

         25                 33,864        87,275     87,275    101,240     82,046     82,046     95,174
         35                 55,160       214,451    214,451    227,318    201,313    201,313    213,392
- --------------------------------------------------------------------------------------------------------
</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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                            9
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 45 MALE
                             INITIAL FACE: $40,161

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,267      9,286     40,161     10,189      9,209     40,161
          2                 11,025        10,541      9,581     40,161     10,373      9,415     40,161
          3                 11,576        10,824      9,885     40,161     10,553      9,618     40,161
          4                 12,155        11,116     10,349     40,161     10,727      9,966     40,161
          5                 12,763        11,416     10,673     40,161     10,893     10,157     40,161
          6                 13,401        11,725     11,207     40,161     11,051     10,540     40,161
          7                 14,071        12,043     11,552     40,161     11,197     10,713     40,161
          8                 14,775        12,370     12,108     40,161     11,328     11,072     40,161
          9                 15,513        12,708     12,476     40,161     11,442     11,214     40,161
         10                 16,289        13,055     13,055     40,161     11,535     11,535     40,161
         11                 17,103        13,480     13,480     40,161     11,653     11,653     40,161
         12                 17,959        13,920     13,920     40,161     11,747     11,747     40,161
         13                 18,856        14,375     14,375     40,161     11,814     11,814     40,161
         14                 19,799        14,847     14,847     40,161     11,852     11,852     40,161
         15                 20,789        15,334     15,334     40,161     11,856     11,856     40,161
         16                 21,829        15,839     15,839     40,161     11,820     11,820     40,161
         17                 22,920        16,361     16,361     40,161     11,736     11,736     40,161
         18                 24,066        16,902     16,902     40,161     11,595     11,595     40,161
         19                 25,270        17,461     17,461     40,161     11,388     11,388     40,161
         20                 26,533        18,041     18,041     40,161     11,102     11,102     40,161

         25                 33,864        21,254     21,254     40,161      8,024      8,024     40,161
         35                 55,160        29,599     29,599     40,161          0          0     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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
10                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 45 MALE
                             INITIAL FACE: $40,161

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.73% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        9,682      8,714      40,161     9,603      8,637      40,161
          2                 11,025        9,372      8,435      40,161     9,201      8,267      40,161
          3                 11,576        9,072      8,163      40,161     8,793      7,890      40,161
          4                 12,155        8,781      8,049      40,161     8,379      7,653      40,161
          5                 12,763        8,497      7,791      40,161     7,956      7,257      40,161
          6                 13,401        8,223      7,740      40,161     7,523      7,048      40,161
          7                 14,071        7,956      7,496      40,161     7,076      6,623      40,161
          8                 14,775        7,696      7,458      40,161     6,612      6,379      40,161
          9                 15,513        7,445      7,226      40,161     6,128      5,913      40,161
         10                 16,289        7,200      7,200      40,161     5,621      5,621      40,161
         11                 17,103        6,998      6,998      40,161     5,109      5,109      40,161
         12                 17,959        6,800      6,800      40,161     4,566      4,566      40,161
         13                 18,856        6,607      6,607      40,161     3,987      3,987      40,161
         14                 19,799        6,419      6,419      40,161     3,371      3,371      40,161
         15                 20,789        6,235      6,235      40,161     2,712      2,712      40,161
         16                 21,829        6,056      6,056      40,161     2,003      2,003      40,161
         17                 22,920        5,881      5,881      40,161     1,235      1,235      40,161
         18                 24,066        5,710      5,710      40,161       399        399      40,161
         19                 25,270        5,544      5,544      40,161         0          0      40,161
         20                 26,533        5,381      5,381      40,161         0          0      40,161

         25                 33,864        4,625      4,625      40,161         0          0      40,161
         35                 55,160        3,362      3,362      40,161         0          0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           11
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                             INITIAL FACE: $33,334

  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,852      9,858     33,334     10,745      9,754     33,334
          2                 11,025        11,779     10,794     33,334     11,557     10,576     33,334
          3                 11,576        12,789     11,815     33,334     12,443     11,475     33,334
          4                 12,155        13,887     13,079     33,334     13,411     12,610     33,334
          5                 12,763        15,083     14,295     33,334     14,472     13,691     33,334
          6                 13,401        16,385     15,821     33,334     15,633     15,076     33,334
          7                 14,071        17,802     17,268     33,334     16,904     16,377     33,334
          8                 14,775        19,344     19,047     33,334     18,295     18,003     33,334
          9                 15,513        21,022     20,770     33,334     19,819     19,570     33,334
         10                 16,289        22,849     22,849     33,334     21,493     21,493     33,334
         11                 17,103        24,963     24,963     33,334     23,432     23,432     33,334
         12                 17,959        27,296     27,296     33,334     25,583     25,583     33,334
         13                 18,856        29,889     29,889     35,270     27,980     27,980     33,334
         14                 19,799        32,735     32,735     38,300     30,639     30,639     35,848
         15                 20,789        35,852     35,852     41,589     33,555     33,555     38,924
         16                 21,829        39,266     39,266     45,157     36,748     36,748     42,261
         17                 22,920        43,016     43,016     48,608     40,255     40,255     45,489
         18                 24,066        47,135     47,135     52,320     44,108     44,108     48,960
         19                 25,270        51,665     51,665     56,315     48,345     48,345     52,696
         20                 26,533        56,646     56,646     61,744     52,973     52,973     57,741

         25                 33,864        89,667     89,667     95,048     83,853     83,853     88,885
         35                 55,160       221,245    221,245    232,308    204,784    204,784    215,024
- --------------------------------------------------------------------------------------------------------
</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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
12                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                             INITIAL FACE: $33,334

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,267      9,286     33,334     10,160      9,181     33,334
          2                 11,025        10,541      9,581     33,334     10,315      9,359     33,334
          3                 11,576        10,824      9,885     33,334     10,467      9,534     33,334
          4                 12,155        11,116     10,349     33,334     10,615      9,856     33,334
          5                 12,763        11,416     10,673     33,334     10,759     10,024     33,334
          6                 13,401        11,725     11,207     33,334     10,895     10,386     33,334
          7                 14,071        12,043     11,552     33,334     11,020     10,538     33,334
          8                 14,775        12,370     12,108     33,334     11,130     10,875     33,334
          9                 15,513        12,708     12,476     33,334     11,219     10,991     33,334
         10                 16,289        13,055     13,055     33,334     11,284     11,284     33,334
         11                 17,103        13,480     13,480     33,334     11,367     11,367     33,334
         12                 17,959        13,920     13,920     33,334     11,422     11,422     33,334
         13                 18,856        14,375     14,375     33,334     11,449     11,449     33,334
         14                 19,799        14,847     14,847     33,334     11,444     11,444     33,334
         15                 20,789        15,334     15,334     33,334     11,402     11,402     33,334
         16                 21,829        15,839     15,839     33,334     11,314     11,314     33,334
         17                 22,920        16,361     16,361     33,334     11,165     11,165     33,334
         18                 24,066        16,902     16,902     33,334     10,939     10,939     33,334
         19                 25,270        17,461     17,461     33,334     10,615     10,615     33,334
         20                 26,533        18,041     18,041     33,334     10,169     10,169     33,334

         25                 33,864        21,254     21,254     33,334      5,123      5,123     33,334
         35                 55,160        29,599     29,599     33,334          0          0     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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           13
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                              ISSUE AGE: 55 FEMALE
                             INITIAL FACE: $33,334

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.73% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        9,682      8,714      33,334     9,574      8,609      33,334
          2                 11,025        9,372      8,435      33,334     9,144      8,211      33,334
          3                 11,576        9,072      8,163      33,334     8,709      7,806      33,334
          4                 12,155        8,781      8,049      33,334     8,269      7,545      33,334
          5                 12,763        8,497      7,791      33,334     7,823      7,125      33,334
          6                 13,401        8,223      7,740      33,334     7,368      6,894      33,334
          7                 14,071        7,956      7,496      33,334     6,899      6,447      33,334
          8                 14,775        7,696      7,458      33,334     6,411      6,179      33,334
          9                 15,513        7,445      7,226      33,334     5,897      5,682      33,334
         10                 16,289        7,200      7,200      33,334     5,353      5,353      33,334
         11                 17,103        6,998      6,998      33,334     4,796      4,796      33,334
         12                 17,959        6,800      6,800      33,334     4,200      4,200      33,334
         13                 18,856        6,607      6,607      33,334     3,563      3,563      33,334
         14                 19,799        6,419      6,419      33,334     2,883      2,883      33,334
         15                 20,789        6,235      6,235      33,334     2,152      2,152      33,334
         16                 21,829        6,056      6,056      33,334     1,358      1,358      33,334
         17                 22,920        5,881      5,881      33,334       484        484      33,334
         18                 24,066        5,710      5,710      33,334         0          0      33,334
         19                 25,270        5,544      5,544      33,334         0          0      33,334
         20                 26,533        5,381      5,381      33,334         0          0      33,334

         25                 33,864        4,625      4,625      33,334         0          0      33,334
         35                 55,160        3,362      3,362      33,334         0          0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
14                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                             INITIAL FACE: $19,380

  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,852      9,858     19,380     10,668      9,678     19,380
          2                 11,025        11,779     10,794     19,380     11,397     10,419     19,380
          3                 11,576        12,789     11,815     19,380     12,198     11,234     19,380
          4                 12,155        13,887     13,079     19,380     13,082     12,286     19,380
          5                 12,763        15,083     14,295     19,380     14,066     13,290     19,380
          6                 13,401        16,385     15,821     19,380     15,166     14,614     19,380
          7                 14,071        17,807     17,273     20,122     16,407     15,884     19,380
          8                 14,775        19,368     19,071     21,499     17,816     17,526     19,776
          9                 15,513        21,081     20,828     22,979     19,388     19,140     21,134
         10                 16,289        22,936     22,936     25,001     21,092     21,092     22,991
         11                 17,103        25,061     25,061     27,066     23,043     23,043     24,887
         12                 17,959        27,391     27,391     29,309     25,183     25,183     26,947
         13                 18,856        29,931     29,931     32,027     27,512     27,512     29,439
         14                 19,799        32,718     32,718     34,682     30,071     30,071     31,876
         15                 20,789        35,759     35,759     37,905     32,857     32,857     34,829
         16                 21,829        39,098     39,098     41,054     35,923     35,923     37,720
         17                 22,920        42,738     42,738     44,875     39,260     39,260     41,224
         18                 24,066        46,720     46,720     49,056     42,889     42,889     45,034
         19                 25,270        51,075     51,075     53,629     46,828     46,828     49,170
         20                 26,533        55,873     55,873     58,667     51,102     51,102     53,657

         25                 33,864        87,528     87,528     91,905     78,544     78,544     82,471
         35                 55,160       214,826    214,826    216,974    187,027    187,027    188,898
- --------------------------------------------------------------------------------------------------------
</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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           15
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                             INITIAL FACE: $19,380

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,267      9,286     19,380     10,080     9,103      19,380
          2                 11,025        10,541      9,581     19,380     10,140     9,187      19,380
          3                 11,576        10,824      9,885     19,380     10,179     9,251      19,380
          4                 12,155        11,116     10,349     19,380     10,194     9,441      19,380
          5                 12,763        11,416     10,673     19,380     10,179     9,452      19,380
          6                 13,401        11,725     11,207     19,380     10,130     9,628      19,380
          7                 14,071        12,043     11,552     19,380     10,037     9,561      19,380
          8                 14,775        12,370     12,108     19,380      9,890     9,641      19,380
          9                 15,513        12,708     12,476     19,380      9,677     9,453      19,380
         10                 16,289        13,055     13,055     19,380      9,385     9,385      19,380
         11                 17,103        13,480     13,480     19,380      9,036     9,036      19,380
         12                 17,959        13,920     13,920     19,380      8,576     8,576      19,380
         13                 18,856        14,375     14,375     19,380      7,983     7,983      19,380
         14                 19,799        14,847     14,847     19,380      7,227     7,227      19,380
         15                 20,789        15,334     15,334     19,380      6,269     6,269      19,380
         16                 21,829        15,839     15,839     19,380      5,054     5,054      19,380
         17                 22,920        16,361     16,361     19,380      3,505     3,505      19,380
         18                 24,066        16,902     16,902     19,380      1,517     1,517      19,380
         19                 25,270        17,461     17,461     19,380          0         0      19,380
         20                 26,533        18,041     18,041     19,380          0         0      19,380

         25                 33,864        21,254     21,254     22,317          0         0      19,380
         35                 55,160        29,602     29,602     29,898          0         0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
16                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                               SINGLE LIFE OPTION
                            $10,000 INITIAL PREMIUM
                               ISSUE AGE: 65 MALE
                             INITIAL FACE: $19,380

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.73% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        9,682      8,714      19,380     9,491      8,528      19,380
          2                 11,025        9,372      8,435      19,380     8,955      8,026      19,380
          3                 11,576        9,072      8,163      19,380     8,387      7,491      19,380
          4                 12,155        8,781      8,049      19,380     7,782      7,065      19,380
          5                 12,763        8,497      7,791      19,380     7,132      6,442      19,380
          6                 13,401        8,223      7,740      19,380     6,426      5,962      19,380
          7                 14,071        7,956      7,496      19,380     5,653      5,211      19,380
          8                 14,775        7,696      7,458      19,380     4,796      4,572      19,380
          9                 15,513        7,445      7,226      19,380     3,836      3,626      19,380
         10                 16,289        7,200      7,200      19,380     2,749      2,749      19,380
         11                 17,103        6,998      6,998      19,380     1,522      1,522      19,380
         12                 17,959        6,800      6,800      19,380       113        113      19,380
         13                 18,856        6,607      6,607      19,380         0          0      19,380
         14                 19,799        6,419      6,419      19,380         0          0      19,380
         15                 20,789        6,235      6,235      19,380         0          0      19,380
         16                 21,829        6,056      6,056      19,380         0          0      19,380
         17                 22,920        5,881      5,881      19,380         0          0      19,380
         18                 24,066        5,710      5,710      19,380         0          0      19,380
         19                 25,270        5,544      5,544      19,380         0          0      19,380
         20                 26,533        5,381      5,381      19,380         0          0      19,380

         25                 33,864        4,625      4,625      19,380         0          0      19,380
         35                 55,160        3,362      3,362      19,380         0          0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           17
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 55 MALE/55 FEMALE
                             INITIAL FACE: $44,053

  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,920      9,924     44,053     10,920      9,924     44,053
          2                 11,025        11,922     10,933     44,053     11,922     10,933     44,053
          3                 11,576        13,012     12,034     44,053     13,012     12,034     44,053
          4                 12,155        14,199     13,386     44,053     14,199     13,386     44,053
          5                 12,763        15,492     14,698     44,053     15,492     14,698     44,053
          6                 13,401        16,898     16,329     44,053     16,898     16,329     44,053
          7                 14,071        18,430     17,892     44,053     18,430     17,892     44,053
          8                 14,775        20,099     19,798     44,053     20,097     19,797     44,053
          9                 15,513        21,921     21,666     44,053     21,912     21,657     44,053
         10                 16,289        23,911     23,911     44,053     23,889     23,889     44,053
         11                 17,103        26,216     26,216     44,053     26,150     26,150     44,053
         12                 17,959        28,746     28,746     44,053     28,630     28,630     44,053
         13                 18,856        31,524     31,524     44,053     31,355     31,355     44,053
         14                 19,799        34,573     34,573     44,053     34,357     34,357     44,053
         15                 20,789        37,922     37,922     44,053     37,673     37,673     44,053
         16                 21,829        41,606     41,606     47,848     41,332     41,332     47,532
         17                 22,920        45,650     45,650     51,585     45,348     45,348     51,244
         18                 24,066        50,088     50,088     55,598     49,757     49,757     55,231
         19                 25,270        54,997     54,997     59,947     54,600     54,600     59,514
         20                 26,533        60,374     60,374     65,808     59,929     59,929     65,323

         25                 33,864        96,251     96,251    102,027     95,241     95,241    100,956
         35                 55,160       244,638    244,638    256,871    233,186    233,186    244,846
- --------------------------------------------------------------------------------------------------------
</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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
18                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 55 MALE/55 FEMALE
                             INITIAL FACE: $44,053

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,331      9,349     44,053     10,331      9,349     44,053
          2                 11,025        10,668      9,705     44,053     10,668      9,705     44,053
          3                 11,576        11,010     10,067     44,053     11,010     10,067     44,053
          4                 12,155        11,356     10,586     44,053     11,356     10,586     44,053
          5                 12,763        11,705     10,958     44,053     11,705     10,958     44,053
          6                 13,401        12,064     11,544     44,053     12,055     11,535     44,053
          7                 14,071        12,436     11,943     44,053     12,405     11,912     44,053
          8                 14,775        12,820     12,556     44,053     12,751     12,487     44,053
          9                 15,513        13,217     12,984     44,053     13,090     12,858     44,053
         10                 16,289        13,628     13,628     44,053     13,419     13,419     44,053
         11                 17,103        14,122     14,122     44,053     13,787     13,787     44,053
         12                 17,959        14,636     14,636     44,053     14,140     14,140     44,053
         13                 18,856        15,169     15,169     44,053     14,473     14,473     44,053
         14                 19,799        15,723     15,723     44,053     14,780     14,780     44,053
         15                 20,789        16,299     16,299     44,053     15,056     15,056     44,053
         16                 21,829        16,896     16,896     44,053     15,290     15,290     44,053
         17                 22,920        17,517     17,517     44,053     15,471     15,471     44,053
         18                 24,066        18,161     18,161     44,053     15,581     15,581     44,053
         19                 25,270        18,831     18,831     44,053     15,601     15,601     44,053
         20                 26,533        19,526     19,526     44,053     15,509     15,509     44,053

         25                 33,864        23,426     23,426     44,053     12,293     12,293     44,053
         35                 55,160        33,832     33,832     44,053          0          0     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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           19
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 55 MALE/55 FEMALE
                             INITIAL FACE: $44,053

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.73% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500         9,742      8,773     44,053      9,742     8,773      44,053
          2                 11,025         9,484      8,544     44,053      9,484     8,544      44,053
          3                 11,576         9,224      8,312     44,053      9,224     8,312      44,053
          4                 12,155         8,961      8,226     44,053      8,961     8,226      44,053
          5                 12,763         8,703      7,994     44,053      8,693     7,984      44,053
          6                 13,401         8,452      7,967     44,053      8,419     7,934      44,053
          7                 14,071         8,207      7,745     44,053      8,135     7,674      44,053
          8                 14,775         7,968      7,728     44,053      7,838     7,599      44,053
          9                 15,513         7,736      7,516     44,053      7,524     7,306      44,053
         10                 16,289         7,509      7,509     44,053      7,189     7,189      44,053
         11                 17,103         7,325      7,325     44,053      6,854     6,854      44,053
         12                 17,959         7,144      7,144     44,053      6,484     6,484      44,053
         13                 18,856         6,968      6,968     44,053      6,075     6,075      44,053
         14                 19,799         6,794      6,794     44,053      5,618     5,618      44,053
         15                 20,789         6,625      6,625     44,053      5,106     5,106      44,053
         16                 21,829         6,459      6,459     44,053      4,525     4,525      44,053
         17                 22,920         6,296      6,296     44,053      3,860     3,860      44,053
         18                 24,066         6,137      6,137     44,053      3,088     3,088      44,053
         19                 25,270         5,981      5,981     44,053      2,181     2,181      44,053
         20                 26,533         5,828      5,828     44,053      1,110     1,110      44,053

         25                 33,864         5,111      5,111     44,053          0         0      44,053
         35                 55,160         3,881      3,881     44,053          0         0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
20                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 65 MALE/65 FEMALE
                             INITIAL FACE: $27,778

  ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 12.00% (11.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,915      9,920     27,778     10,915      9,920     27,778
          2                 11,025        11,903     10,915     27,778     11,903     10,915     27,778
          3                 11,576        12,969     11,992     27,778     12,968     11,991     27,778
          4                 12,155        14,133     13,321     27,778     14,117     13,306     27,778
          5                 12,763        15,404     14,612     27,778     15,361     14,569     27,778
          6                 13,401        16,793     16,225     27,778     16,708     16,141     27,778
          7                 14,071        18,310     17,773     27,778     18,170     17,634     27,778
          8                 14,775        19,967     19,667     27,778     19,762     19,463     27,778
          9                 15,513        21,777     21,523     27,778     21,502     21,248     27,778
         10                 16,289        23,754     23,754     27,778     23,415     23,415     27,778
         11                 17,103        26,044     26,044     28,128     25,638     25,638     27,778
         12                 17,959        28,557     28,557     30,557     28,110     28,110     30,079
         13                 18,856        31,316     31,316     33,509     30,813     30,813     32,971
         14                 19,799        34,345     34,345     36,406     33,778     33,778     35,805
         15                 20,789        37,670     37,670     39,931     37,015     37,015     39,236
         16                 21,829        41,320     41,320     43,387     40,569     40,569     42,597
         17                 22,920        45,327     45,327     47,594     44,446     44,446     46,669
         18                 24,066        49,726     49,726     52,212     48,671     48,671     51,105
         19                 25,270        54,554     54,554     57,283     53,269     53,269     55,933
         20                 26,533        59,888     59,888     62,883     58,299     58,299     61,214

         25                 33,864        95,478     95,478    100,252     90,487     90,487     95,011
         35                 55,160       242,671    242,671    245,099    216,456    216,456    218,621
- --------------------------------------------------------------------------------------------------------
</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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 12% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
STATEMENT OF ADDITIONAL INFORMATION                                           21
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 65 MALE/65 FEMALE
                             INITIAL FACE: $27,778

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 6.00% (5.27% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        10,327      9,344     27,778     10,327      9,344     27,778
          2                 11,025        10,649      9,686     27,778     10,649      9,686     27,778
          3                 11,576        10,973     10,031     27,778     10,964     10,022     27,778
          4                 12,155        11,308     10,539     27,778     11,269     10,500     27,778
          5                 12,763        11,655     10,909     27,778     11,560     10,816     27,778
          6                 13,401        12,013     11,493     27,778     11,835     11,316     27,778
          7                 14,071        12,383     11,890     27,778     12,085     11,595     27,778
          8                 14,775        12,765     12,502     27,778     12,305     12,044     27,778
          9                 15,513        13,161     12,928     27,778     12,485     12,253     27,778
         10                 16,289        13,569     13,569     27,778     12,613     12,613     27,778
         11                 17,103        14,061     14,061     27,778     12,731     12,731     27,778
         12                 17,959        14,573     14,573     27,778     12,777     12,777     27,778
         13                 18,856        15,103     15,103     27,778     12,736     12,736     27,778
         14                 19,799        15,655     15,655     27,778     12,593     12,593     27,778
         15                 20,789        16,228     16,228     27,778     12,323     12,323     27,778
         16                 21,829        16,822     16,822     27,778     11,897     11,897     27,778
         17                 22,920        17,440     17,440     27,778     11,271     11,271     27,778
         18                 24,066        18,082     18,082     27,778     10,386     10,386     27,778
         19                 25,270        18,748     18,748     27,778      9,166      9,166     27,778
         20                 26,533        19,440     19,440     27,778      7,508      7,508     27,778

         25                 33,864        23,322     23,322     27,778          0          0     27,778
         35                 55,160        33,680     33,680     34,017          0          0     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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 6% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
22                                               HARTFORD LIFE INSURANCE COMPANY
- --------------------------------------------------------------------------------
                MODIFIED SINGLE PREMIUM VARIABLE LIFE INSURANCE

                              LAST SURVIVOR OPTION
                            $10,000 INITIAL PREMIUM
                         ISSUE AGES: 65 MALE/65 FEMALE
                             INITIAL FACE: $27,778

   ASSUMING HYPOTHETICAL GROSS ANNUAL INVESTMENT RETURN OF 0.00% (-0.73% NET)

<TABLE>
<CAPTION>
                           PREMIUM
                                                CURRENT CHARGES*
                                                                               GUARANTEED CHARGES**
       END OF            ACCUMULATED     ---------------------------------------------------------------
       POLICY           AT 5% INTEREST   ACCOUNT      CASH      DEATH     ACCOUNT      CASH      DEATH
        YEAR               PER YEAR       VALUE      VALUE     BENEFIT     VALUE      VALUE     BENEFIT
<S>                     <C>              <C>        <C>        <C>        <C>        <C>        <C>
- --------------------------------------------------------------------------------------------------------
          1                 10,500        9,738      8,769      27,778     9,738      8,769      27,778
          2                 11,025        9,464      8,525      27,778     9,464      8,525      27,778
          3                 11,576        9,194      8,283      27,778     9,177      8,266      27,778
          4                 12,155        8,930      8,196      27,778     8,870      8,137      27,778
          5                 12,763        8,673      7,964      27,778     8,541      7,834      27,778
          6                 13,401        8,422      7,938      27,778     8,183      7,701      27,778
          7                 14,071        8,178      7,717      27,778     7,787      7,329      27,778
          8                 14,775        7,940      7,701      27,778     7,343      7,107      27,778
          9                 15,513        7,708      7,489      27,778     6,838      6,621      27,778
         10                 16,289        7,482      7,482      27,778     6,255      6,255      27,778
         11                 17,103        7,299      7,299      27,778     5,600      5,600      27,778
         12                 17,959        7,119      7,119      27,778     4,826      4,826      27,778
         13                 18,856        6,943      6,943      27,778     3,911      3,911      27,778
         14                 19,799        6,770      6,770      27,778     2,824      2,824      27,778
         15                 20,789        6,601      6,601      27,778     1,530      1,530      27,778
         16                 21,829        6,436      6,436      27,778         0          0      27,778
         17                 22,920        6,273      6,273      27,778         0          0      27,778
         18                 24,066        6,115      6,115      27,778         0          0      27,778
         19                 25,270        5,959      5,959      27,778         0          0      27,778
         20                 26,533        5,807      5,807      27,778         0          0      27,778

         25                 33,864        5,091      5,091      27,778         0          0      27,778
         35                 55,160        3,865      3,865      27,778         0          0      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
POLICY WOULD BE DIFFERENT FROM THOSE SHOWN IF ACTUAL INVESTMENT RETURN
APPLICABLE TO THE POLICY AVERAGE 0% OVER A PERIOD OF YEARS, BUT ALSO FLUCTUATED
ABOVE OR BELOW THAT AVERAGE FOR INDIVIDUAL POLICY YEARS. THE DEATH BENEFIT,
ACCOUNT VALUE AND CASH SURRENDER VALUE FOR A POLICY 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 POLICY 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.
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To Hartford Life Insurance Company
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 Separate Account Five (Bond Fund, Stock Fund,
Money Market Fund, Advisers Fund, Capital Appreciation Fund, Mortgage Securities
Fund, Index Fund, International Opportunities Fund, Dividend and Growth Fund,
International Advisers Fund, Small Company Fund, MidCap Fund, Growth and Income
Fund, Global Leaders Fund and High Yield Fund) (collectively, the Account) as of
December 31, 1999, 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,
1999, 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 17, 2000                ARTHUR ANDERSEN LLP

                                      SA-1
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Assets & Liabilities
- --------------------------------------------------------------------------------

<TABLE>
 December 31, 1999                  Bond Fund    Stock Fund   Money        Advisers      Capital     Mortgage     Index Fund
                                    Sub-Account  Sub-Account  Market Fund  Fund          Appreciation Securities  Sub-Account
                                                              Sub-Account  Sub-Account   Fund        Fund
                                                                                         Sub-Account Sub-Account
 ----------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>          <C>          <C>           <C>         <C>          <C>
 ASSETS:
 Investments
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD BOND HLS FUND, INC. -
 CLASS IA
  Shares 9,055,662
  Cost $9,286,229
  ...........................................................................................................................
    Market Value                    $8,950,385   $        --  $        --  $         --  $        -- $       --   $        --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD STOCK HLS FUND, INC. -
 CLASS IA
  Shares 9,654,675
  Cost $45,387,590
  ...........................................................................................................................
    Market Value                            --    69,005,708           --            --           --         --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD MONEY MARKET HLS
 FUND, INC. - CLASS IA
  Shares 24,438,267
  Cost $24,438,267
  ...........................................................................................................................
    Market Value                            --            --   24,438,267            --           --         --            --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD ADVISERS HLS FUND, INC.
 -CLASS IA
  Shares 33,791,951
  Cost $77,902,324
  ...........................................................................................................................
    Market Value                            --            --           --   100,185,497           --         --            --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD CAPITAL APPRECIATION HLS
 FUND, INC. - CLASS IA
  Shares 12,678,358
  Cost $48,394,524
  ...........................................................................................................................
    Market Value                            --            --           --            --   77,279,509         --            --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD MORTGAGE SECURITIES HLS
 FUND, INC. - CLASS IA
  Shares 2,980,863
  Cost $3,191,620
  ...........................................................................................................................
    Market Value                            --            --           --            --           --  3,098,583            --
 ----------------------------------------------------------------------------------------------------------------------------
 HARTFORD INDEX HLS FUND, INC. -
 CLASS IA
  Shares 7,895,819
  Cost $20,455,761
  ...........................................................................................................................
    Market Value                            --            --           --            --           --         --    33,073,850
 ----------------------------------------------------------------------------------------------------------------------------
 Due from Hartford Life Insurance
  Company                                   --        98,436           --        57,108           --         --            --
  ...........................................................................................................................
 Receivable from fund shares sold        1,450            --      110,108            --      107,531     16,450        23,657
  ...........................................................................................................................
 Total Assets                        8,951,835    69,104,144   24,548,375   100,242,605   77,387,040  3,115,033    33,097,507
  ...........................................................................................................................
 LIABILITIES:
 Due to Hartford Life Insurance
  Company                                1,465            --      108,955        57,100      107,412     16,456        23,701
  ...........................................................................................................................
 Payable for fund shares purchased          --        98,365           --            --           --         --            --
  ...........................................................................................................................
 TOTAL LIABILITIES                       1,465        98,365      108,955        57,100      107,412     16,456        23,701
 ----------------------------------------------------------------------------------------------------------------------------
 NET ASSETS (VARIABLE LIFE
 CONTRACT LIABILITIES)              $8,950,370   $69,005,779  $24,439,420  $100,185,505  $77,279,628 $3,098,577   $33,073,806
 ----------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-2
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Assets & Liabilities (continued)
- --------------------------------------------------------------------------------

<TABLE>
 December 31, 1999                  International Dividend    International Small      MidCap Fund  Growth and Global
                                    Opportunities and Growth  Advisers     Company     Sub-Account  Income     Leaders
                                    Fund         Fund         Fund         Fund                     Fund       Fund
                                    Sub-Account  Sub-Account  Sub-Account  Sub-Account              Sub-Account Sub-Account
 -------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>          <C>          <C>         <C>          <C>        <C>
 ASSETS:
 Investments
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD INTERNATIONAL
 OPPORTUNITIES HLS FUND, INC. -
 CLASS IA
  Shares 9,308,039
  Cost $12,322,737
  ........................................................................................................................
    Market Value                    $17,461,276  $        --  $       --   $      --   $       --   $       -- $       --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD DIVIDEND AND GROWTH HLS
 FUND, INC. - CLASS IA
  Shares 16,287,975
  Cost $26,836,004
  ........................................................................................................................
    Market Value                             --   35,000,057          --          --           --           --         --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD INTERNATIONAL ADVISERS
 HLS FUND, INC. - CLASS IA
  Shares 2,598,233
  Cost $3,005,795
  ........................................................................................................................
    Market Value                             --           --   3,628,929          --           --           --         --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD SMALL COMPANY HLS FUND,
 INC - CLASS IA
  Shares 3,015,736
  Cost $4,185,241
  ........................................................................................................................
    Market Value                             --           --          --   6,597,758           --           --         --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD MIDCAP HLS FUND, INC. -
 CLASS IA
  Shares 2,656,338
  Cost $4,286,562
  ........................................................................................................................
    Market Value                             --           --          --          --    5,454,788           --         --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD GROWTH AND INCOME HLS
 FUND - CLASS IA
  Shares 774,971
  Cost $1,009,119
  ........................................................................................................................
    Market Value                             --           --          --          --           --    1,109,481         --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD GLOBAL LEADERS HLS FUND
 -CLASS IA
  Shares 789,773
  Cost $1,226,325
  ........................................................................................................................
    Market Value                             --           --          --          --           --           --  1,510,756
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD HIGH YIELD HLS FUND -
 CLASS IA
  Shares 365,696
  Cost $384,891
  ........................................................................................................................
    Market Value                             --           --          --          --           --           --         --
 -------------------------------------------------------------------------------------------------------------------------
 Due from Hartford Life Insurance
  Company                                    --       96,083          --          --           --           --      2,998
  ........................................................................................................................
 Receivable from fund shares sold       103,082           --          --      10,103        9,999           --         --
  ........................................................................................................................
 Total Assets                        17,564,358   35,096,140   3,628,929   6,607,861    5,464,787    1,109,481  1,513,754
  ........................................................................................................................
 LIABILITIES:
 Due to Hartford Life Insurance
  Company                               103,070           --          --      10,115        9,998           --         --
  ........................................................................................................................
 Payable for fund shares purchased           --       96,084           8          --           --           --      3,000
  ........................................................................................................................
 TOTAL LIABILITIES                      103,070       96,084           8      10,115        9,998           --      3,000
  ........................................................................................................................
 NET ASSETS (VARIABLE LIFE
 CONTRACT LIABILITIES)              $17,461,288  $35,000,056  $3,628,921   $6,597,746  $5,454,789   $1,109,481 $1,510,754
 -------------------------------------------------------------------------------------------------------------------------

 <S>                                <C>
 December 31, 1999                  High Yield
                                    Fund
                                    Sub-Account

 ----------------------------------------------------------
 ASSETS:
 Investments
 ----------------------------------------------------------------------
 HARTFORD INTERNATIONAL
 OPPORTUNITIES HLS FUND, INC. -
 CLASS IA
  Shares 9,308,039
  Cost $12,322,737
  ................................
    Market Value                     $     --
 ----------------------------------------------------------------------------------
 HARTFORD DIVIDEND AND GROWTH HLS
 FUND, INC. - CLASS IA
  Shares 16,287,975
  Cost $26,836,004
  ................................
    Market Value                           --
 ----------------------------------------------------------------------------------------------
 HARTFORD INTERNATIONAL ADVISERS
 HLS FUND, INC. - CLASS IA
  Shares 2,598,233
  Cost $3,005,795
  ................................
    Market Value                           --
 ----------------------------------------------------------------------------------------------------------
 HARTFORD SMALL COMPANY HLS FUND,
 INC - CLASS IA
  Shares 3,015,736
  Cost $4,185,241
  ................................
    Market Value                           --
 ----------------------------------------------------------------------------------------------------------------------
 HARTFORD MIDCAP HLS FUND, INC. -
 CLASS IA
  Shares 2,656,338
  Cost $4,286,562
  ................................
    Market Value                           --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD GROWTH AND INCOME HLS
 FUND - CLASS IA
  Shares 774,971
  Cost $1,009,119
  ................................
    Market Value                           --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD GLOBAL LEADERS HLS FUND
 -CLASS IA
  Shares 789,773
  Cost $1,226,325
  ................................
    Market Value                           --
 -------------------------------------------------------------------------------------------------------------------------
 HARTFORD HIGH YIELD HLS FUND -
 CLASS IA
  Shares 365,696
  Cost $384,891
  ................................
    Market Value                      367,477
 -------------------------------------------------------------------------------------------------------------------------
 Due from Hartford Life Insurance
  Company                                  --
  ................................
 Receivable from fund shares sold          --
  ................................
 Total Assets                         367,477
  ................................
 LIABILITIES:
 Due to Hartford Life Insurance
  Company                                  --
  ................................
 Payable for fund shares purchased         --
  ................................
 TOTAL LIABILITIES                         --
  ................................
 NET ASSETS (VARIABLE LIFE
 CONTRACT LIABILITIES)               $367,477
 -------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-3
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Assets & Liabilities (continued)

<TABLE>
 ---------------------------------------------------------------------------------
 December 31, 1999                             Units       Unit       Contract
                                               Owned by    Price      Liability
                                               Participants
 <S>                                           <C>         <C>        <C>
 ---------------------------------------------------------------------------------
 Deferred Annuity Contracts in the
  Accumulation Period
 Group Sub-Accounts:
  ................................................................................
  Bond Fund Sub-Account                         6,188,623  $1.446262  $  8,950,370
  ................................................................................
  Stock Fund Sub-Account                       19,906,488   3.466497    69,005,779
  ................................................................................
  Money Market Fund Sub-Account                18,919,152   1.291782    24,439,420
  ................................................................................
  Advisers Fund Sub-Account                    39,259,935   2.551851   100,185,505
  ................................................................................
  Capital Appreciation Fund Sub-Account        25,401,102   3.042373    77,279,628
  ................................................................................
  Mortgage Securities Fund Sub-Account          2,148,284   1.442350     3,098,577
  ................................................................................
  Index Fund Sub-Account                        9,734,011   3.397757    33,073,806
  ................................................................................
  International Opportunities Fund
    Sub-Account                                 8,389,502   2.081326    17,461,288
  ................................................................................
  Dividend and Growth Fund Sub-Account         12,985,116   2.695398    35,000,056
  ................................................................................
  International Advisers Fund Sub-Account       1,902,444   1.907505     3,628,921
  ................................................................................
  Small Company Fund Sub-Account                3,062,463   2.154392     6,597,746
  ................................................................................
  MidCap Fund Sub-Account                       2,731,234   1.997189     5,454,789
  ................................................................................
  Growth and Income Fund Sub-Account              791,257   1.402176     1,109,481
  ................................................................................
  Global Leaders Fund Sub-Account                 761,860   1.982981     1,510,754
  ................................................................................
  High Yield Fund Sub-Account                     338,091   1.086917       367,477
  ................................................................................
 GRAND TOTAL                                                          $387,163,597
 ---------------------------------------------------------------------------------
</TABLE>

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

                                        SA-4
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Operations
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 Bond Fund    Stock Fund   Money       Advisers    Capital     Mortgage     Index Fund
 December 31, 1999                  Sub-Account  Sub-Account  Market      Fund        Appreciation Securities  Sub-Account
                                                              Fund        Sub-Account Fund        Fund
                                                              Sub-Account             Sub-Account Sub-Account
 ------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>          <C>         <C>         <C>         <C>          <C>
 INVESTMENT INCOME:
  Dividends                          $ 491,287   $   470,668  $1,040,195  $2,093,527  $   233,748 $  174,068   $  308,000
  .......................................................................................................................
  Capital gains income                  60,691     4,571,787        499    7,198,080    3,825,954         --      413,011
  .......................................................................................................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  .......................................................................................................................
  Net realized (loss) gain on
    security transactions               (3,504)      (12,486)        --      (32,927)     260,636        567      (33,817)
  .......................................................................................................................
  Net unrealized (depreciation)
    appreciation of investments
    during the period                 (731,747)    5,898,516         --      170,130   16,904,315   (128,516)   4,615,982
  .......................................................................................................................
  Net (loss) gain on investments      (735,251)    5,886,030         --      137,203   17,164,951   (127,949)   4,582,165
 ------------------------------------------------------------------------------------------------------------------------
 NET (DECREASE) INCREASE IN NET
   ASSETS RESULTING FROM
   OPERATIONS                        $(183,273)  $10,928,485  $1,040,694  $9,428,810  $21,224,653 $   46,119   $5,303,176
 ------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-5
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Operations (continued)
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 International Dividend   International Small     MidCap     Growth and   Global      High Yield
 December 31, 1999                  Opportunities and Growth Advisers    Company     Fund       Income Fund  Leaders     Fund
                                    Fund         Fund        Fund        Fund        Sub-Account Sub-Account Fund        Sub-Account
                                    Sub-Account  Sub-Account Sub-Account Sub-Account                         Sub-Account
 ----------------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>         <C>         <C>         <C>        <C>          <C>         <C>
 INVESTMENT INCOME:
  Dividends                         $  168,186   $  560,410   $ 64,215   $       --  $       -- $    3,019    $  1,992    $ 20,834
  .................................................................................................................................
  Capital gains income                      --    1,326,728         --        9,477     219,591      6,954       7,346          13
  .................................................................................................................................
 NET REALIZED AND UNREALIZED GAIN
   (LOSS) ON INVESTMENTS:
  .................................................................................................................................
  Net realized gain (loss) on
    security transactions               68,488       21,013      5,194       41,425      (9,619)       (907)    10,778          25
  .................................................................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                4,821,724     (141,489)   598,509    2,244,959   1,041,779    100,214     285,208     (17,258)
  .................................................................................................................................
  Net gain (loss) on investments     4,890,212     (120,476)   603,703    2,286,384   1,032,160     99,307     295,986     (17,233)
 ----------------------------------------------------------------------------------------------------------------------------------
 NET INCREASE IN NET ASSETS
   RESULTING FROM OPERATIONS        $5,058,398   $1,766,662   $667,918   $2,295,861  $1,251,751 $  109,280    $305,324    $  3,614
 ----------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-6
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Changes in Net Assets
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 Bond Fund    Stock Fund    Money Market  Advisers      Capital     Mortgage     Index Fund
 December 31, 1999                  Sub-Account  Sub-Account   Fund          Fund          Appreciation Securities  Sub-Account
                                                               Sub-Account   Sub-Account   Fund        Fund
                                                                                           Sub-Account Sub-Account
 ------------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>           <C>           <C>           <C>         <C>          <C>
 OPERATIONS:
  Net investment income             $  491,287   $   470,668   $  1,040,195  $  2,093,527  $   233,748 $  174,068   $   308,000
  .............................................................................................................................
  Capital gains income                  60,691     4,571,787            499     7,198,080    3,825,954         --       413,011
  .............................................................................................................................
  Net realized (loss) gain on
    security transactions               (3,504)      (12,486)            --       (32,927)     260,636        567       (33,817)
  .............................................................................................................................
  Net unrealized (depreciation)
    appreciation of investments
    during the period                 (731,747)    5,898,516             --       170,130   16,904,315   (128,516)    4,615,982
  .............................................................................................................................
  Net (decrease) increase in net
    assets resulting from
    operations                        (183,273)   10,928,485      1,040,694     9,428,810   21,224,653     46,119     5,303,176
  .............................................................................................................................
 UNIT TRANSACTIONS:
  Purchases                                 --         2,631     42,715,718         1,765        1,689         --            81
  .............................................................................................................................
  Net transfers                        410,367     9,258,933    (35,871,812)    9,478,186    2,117,816    598,286     5,258,810
  .............................................................................................................................
  Surrenders for benefit payments
    and fees                          (222,283)   (1,981,044)    (1,801,195)   (3,253,026)  (2,897,430)    (62,333)    (896,900)
  .............................................................................................................................
  Net loan activity                   (102,289)     (535,091)    (2,516,908)     (861,439)    (499,677)    (73,895)    (277,475)
  .............................................................................................................................
  Cost of insurance                   (143,672)     (941,486)      (428,501)   (1,459,911)  (1,002,626)    (47,091)    (434,192)
  .............................................................................................................................
  Net (decrease) increase in net
    assets resulting from unit
    transactions                       (57,877)    5,803,943      2,097,302     3,905,575   (2,280,228)    414,967    3,650,324
  .............................................................................................................................
  Net (decrease) increase in net
    assets                            (241,150)   16,732,428      3,137,996    13,334,385   18,944,425    461,086     8,953,500
  .............................................................................................................................
 NET ASSETS:
  Beginning of period                9,191,520    52,273,351     21,301,424    86,851,120   58,335,203  2,637,491    24,120,306
  .............................................................................................................................
  END OF PERIOD                     $8,950,370   $69,005,779   $ 24,439,420  $100,185,505  $77,279,628 $3,098,577   $33,073,806
 ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-7
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 International Dividend and International Small        MidCap     Growth and   Global
 December 31, 1999                  Opportunities Growth Fund  Advisers     Company Fund  Fund       Income Fund  Leaders
                                    Fund         Sub-Account   Fund         Sub-Account   Sub-Account Sub-Account Fund
                                    Sub-Account                Sub-Account                                        Sub-Account
 ----------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>           <C>          <C>           <C>        <C>          <C>
 OPERATIONS:
  Net investment income             $   168,186  $   560,410   $   64,215    $       --   $       -- $    3,019   $    1,992
  ...........................................................................................................................
  Capital gains income                       --    1,326,728           --         9,477      219,591      6,954        7,346
  ...........................................................................................................................
  Net realized gain (loss) on
    security transactions                68,488       21,013        5,194        41,425       (9,619)       (907)     10,778
  ...........................................................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                 4,821,724     (141,489)     598,509     2,244,959    1,041,779    100,214      285,208
  ...........................................................................................................................
  Net increase in net assets
    resulting from operations         5,058,398    1,766,662      667,918     2,295,861    1,251,751    109,280      305,324
  ...........................................................................................................................
 UNIT TRANSACTIONS:
  Purchases                                 135           92           74            55           --         --           --
  ...........................................................................................................................
  Net transfers                        (249,293)   1,225,292      269,953     1,669,332    3,279,457  1,010,485    1,177,107
  ...........................................................................................................................
  Surrenders for benefit payments
    and fees                           (338,940)  (1,133,720)     (38,568)      (79,864)     (13,678)     (4,212)     (3,047)
  ...........................................................................................................................
  Net loan activity                      51,629      (92,650)      (5,510)       76,890       74,909       (874)     (20,599)
  ...........................................................................................................................
  Cost of Insurance                    (222,438)    (550,772)     (48,519)      (59,948)     (39,373)     (6,349)     (7,085)
  ...........................................................................................................................
  Net (decrease) increase in net
    assets resulting from unit
    transactions                       (758,907)    (551,758)     177,430     1,606,465    3,301,315    999,050    1,146,376
  ...........................................................................................................................
  Net increase in net assets          4,299,491    1,214,904      845,348     3,902,326    4,553,066  1,108,330    1,451,700
  ...........................................................................................................................
 NET ASSETS:
  Beginning of period                13,161,797   33,785,152    2,783,573     2,695,420      901,723      1,151       59,054
  ...........................................................................................................................
  END OF PERIOD                     $17,461,288  $35,000,056   $3,628,921    $6,597,746   $5,454,789 $1,109,481   $1,510,754
 ----------------------------------------------------------------------------------------------------------------------------

 <S>                                <C>
 For the Year Ended                 High Yield
 December 31, 1999                  Fund
                                    Sub-Account

 ----------------------------------------------------------
 OPERATIONS:
  Net investment income              $ 20,834
  ................................
  Capital gains income                     13
  ................................
  Net realized gain (loss) on
    security transactions                  25
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                 (17,258)
  ................................
  Net increase in net assets
    resulting from operations           3,614
  ................................
 UNIT TRANSACTIONS:
  Purchases                                --
  ................................
  Net transfers                       347,424
  ................................
  Surrenders for benefit payments
    and fees                           (3,831)
  ................................
  Net loan activity                      (851)
  ................................
  Cost of Insurance                    (3,764)
  ................................
  Net (decrease) increase in net
    assets resulting from unit
    transactions                      338,978
  ................................
  Net increase in net assets          342,592
  ................................
 NET ASSETS:
  Beginning of period                  24,885
  ................................
  END OF PERIOD                      $367,477
 ----------------------------------------------------------------------
</TABLE>

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

                                        SA-8
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Changes in Net Assets
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 Bond Fund    Stock Fund    Money Market  Advisers      Capital     Mortgage     Index Fund
 December 31, 1998                  Sub-Account  Sub-Account   Fund          Fund          Appreciation Securities  Sub-Account
                                                               Sub-Account   Sub-Account   Fund        Fund
                                                                                           Sub-Account Sub-Account
 ------------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>           <C>           <C>           <C>         <C>          <C>
 OPERATIONS:
  .............................................................................................................................
  Net investment income             $  439,974   $   394,942   $    907,215  $  1,713,763  $   309,876 $  161,695   $   197,134
  .............................................................................................................................
  Capital gains income                      --     1,202,881             --     2,134,889    3,157,152         --       420,305
  .............................................................................................................................
  Net realized gain (loss) on
    security transactions                4,953       (70,871)            --        (2,350)    (195,604)      1,356      (76,809)
  .............................................................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                  161,536    10,365,875             --    11,964,481    4,068,045     (8,129)    4,342,765
  .............................................................................................................................
  Net increase in net assets
    resulting from operations          606,463    11,892,827        907,215    15,810,783    7,339,469    154,922     4,883,395
  .............................................................................................................................
 UNIT TRANSACTIONS:
  Purchases                                 --        10,617     57,281,893         1,450       10,490         --        10,734
  .............................................................................................................................
  Net transfers                      3,122,789     9,694,176    (49,482,802)   16,449,477    6,484,579    404,847     4,207,201
  .............................................................................................................................
  Surrenders for benefit payments
    and fees                          (282,701)   (1,193,061)    (1,218,848)   (2,772,483)  (1,949,888)   (102,327)    (659,660)
  .............................................................................................................................
  Net loan activity                    (48,849)     (201,305)    (2,979,256)     (610,361)    (596,858)    (30,755)    (394,242)
  .............................................................................................................................
  Cost of Insurance                    (53,144)     (274,848)      (170,157)     (485,789)    (352,456)    (17,902)    (134,328)
  .............................................................................................................................
  Net increase in net assets
    resulting from unit
    transactions                     2,738,095     8,035,579      3,430,830    12,582,294    3,595,867    253,863     3,029,705
  .............................................................................................................................
  Net increase in net assets         3,344,558    19,928,406      4,338,045    28,393,077   10,935,336    408,785     7,913,100
  .............................................................................................................................
 NET ASSETS:
  .............................................................................................................................
  Beginning of period                5,846,962    32,344,945     16,963,379    58,458,043   47,399,867  2,228,706    16,207,206
 ------------------------------------------------------------------------------------------------------------------------------
  END OF PERIOD                     $9,191,520   $52,273,351   $ 21,301,424  $ 86,851,120  $58,335,203 $2,637,491   $24,120,306
 ------------------------------------------------------------------------------------------------------------------------------
</TABLE>

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

                                        SA-9
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY

Statements of Changes in Net Assets (continued)
- --------------------------------------------------------------------------------

<TABLE>
 For the Year Ended                 International Dividend and International Small        MidCap     Growth and   Global
 December 31, 1998                  Opportunities Growth Fund  Advisers     Company Fund  Fund       Income Fund  Leaders
                                    Fund         Sub-Account   Fund         Sub-Account   Sub-Account Sub-Account** Fund
                                    Sub-Account                Sub-Account                                        Sub-Account
 ----------------------------------------------------------------------------------------------------------------------------
 <S>                                <C>          <C>           <C>          <C>           <C>        <C>          <C>
 OPERATIONS:
  ...........................................................................................................................
  Net investment income             $   171,752  $   535,570   $  265,660    $       --   $        7 $        4   $       69
  ...........................................................................................................................
  Capital gains income                  773,886      903,529       63,237        33,340           --         --        1,434
  ...........................................................................................................................
  Net realized (loss) gain on
    security transactions               (32,807)       3,909        1,598        14,371      (28,672)         --          --
  ...........................................................................................................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                   549,100    2,931,296      (22,396)      225,453      123,154        147         (777)
  ...........................................................................................................................
  Net increase in net assets
    resulting from operations         1,461,931    4,374,304      308,099       273,164       94,489        151          726
  ...........................................................................................................................
 UNIT TRANSACTIONS:
  Purchases                               5,004          886           --         7,511        8,500      1,000        2,000
  ...........................................................................................................................
  Net transfers                         842,567    6,508,074      353,622       695,351      641,260         --       56,338
  ...........................................................................................................................
  Surrenders for benefit payments
    and fees                           (297,843)  (1,015,921)     (73,340)      (37,178)      (8,125)         --          (7)
  ...........................................................................................................................
  Net loan activity                    (174,741)    (242,467)     (66,673)      (17,491)      (4,163)         --          --
  ...........................................................................................................................
  Cost of Insurance                     (84,604)    (201,221)     (18,446)      (15,048)      (3,741)         --          (3)
  ...........................................................................................................................
  Net increase in net assets
    resulting from unit
    transactions                        290,383    5,049,351      195,163       633,145      633,731      1,000       58,328
  ...........................................................................................................................
  Net increase in net assets          1,752,314    9,423,655      503,262       906,309      728,220      1,151       59,054
  ...........................................................................................................................
 NET ASSETS:
  ...........................................................................................................................
  Beginning of period                11,409,483   24,361,497    2,280,311     1,789,111      173,503         --           --
  ...........................................................................................................................
  END OF PERIOD                     $13,161,797  $33,785,152   $2,783,573    $2,695,420   $  901,723 $    1,151   $   59,054
 ----------------------------------------------------------------------------------------------------------------------------

 <S>                                <C>
 For the Year Ended                 High Yield
 December 31, 1998                  Fund
                                    Sub-Account*

 -------------------------------------------------------------
 OPERATIONS:
  ................................
  Net investment income              $    457
  ................................
  Capital gains income                     --
  ................................
  Net realized (loss) gain on
    security transactions                  --
  ................................
  Net unrealized appreciation
    (depreciation) of investments
    during the period                    (156)
  ................................
  Net increase in net assets
    resulting from operations             301
  ................................
 UNIT TRANSACTIONS:
  Purchases                             2,000
  ................................
  Net transfers                        22,441
  ................................
  Surrenders for benefit payments
    and fees                              115
  ................................
  Net loan activity                        (1)
  ................................
  Cost of Insurance                        29
  ................................
  Net increase in net assets
    resulting from unit
    transactions                       24,584
  ................................
  Net increase in net assets           24,885
  ................................
 NET ASSETS:
  ................................
  Beginning of period                      --
  ................................
  END OF PERIOD                      $ 24,885
 -------------------------------------------------------------------------
</TABLE>

 * From inception, September 30, 1998 to December 31, 1998
** From inception, June 1, 1998 to December 31, 1998

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

                                       SA-10
<PAGE>
SEPARATE ACCOUNT FIVE -- HARTFORD LIFE INSURANCE COMPANY
Notes to Financial Statements
December 31, 1999

1.  ORGANIZATION:

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). Realized gains and losses on the
sales of securities are computed on the basis of identified cost of the fund
shares sold. Dividend and capital gains income is accrued as of the ex-dividend
date. Capital gains income represents those 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, 1999.

C) UNIT TRANSACTIONS -- Unit transactions are executed based on the unit values
calculated at the close of the business day.

D) 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.

E) 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 expense 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:

Certain amounts are deducted from the contracts, as described below:

A) COST OF INSURANCE CHARGE -- 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 charge may also vary.

B) MORTALITY AND EXPENSE RISK CHARGES -- The Company will make deductions at a
maximum annual rate of 0.90% of the contract's value for the mortality and
expense risks which the company undertakes. These expenses are included in
surrenders for benefit payments and fees on the accompanying statements of
changes in net assets.

C) TAX EXPENSE CHARGE -- If applicable, the Company will make deductions at a
maximum rate of 4.0% of the contract's value to meet premium tax requirements.
An additional tax charge based on a percentage of the contract's value may be
assessed to partial withdrawals or surrenders. These expenses are included in
surrenders for benefit payments and fees on the accompanying statements of
changes in net assets.

D) ADMINISTRATIVE CHARGE -- The Company will make deductions to cover
administrative expenses at a maximum annual rate of 0.25% of the contract's
value. These expenses are included in surrenders for benefit payments and fees
on the accompanying statements of changes in net assets.

E) ANNUAL MAINTENANCE FEE -- An annual maintenance fee in the amount of $30 may
be deducted from the contract's value each contract year. However, this fee is
not applicable to contracts with values of $50,000 or more, as determined on the
most recent contract anniversary. These expenses are included in surrenders for
benefit payments and fees on the accompanying statements of changes in net
assets.

                                     SA-11
<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, 1999 and 1998, 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, 1999.
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 auditing standards generally accepted
in the United States. 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, 1999 and 1998, and the
results of their operations and their cash flows for each of the three years in
the period ended December 31, 1999 in conformity with accounting principles
generally accepted in the United States.

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 31, 2000                                             ARTHUR ANDERSEN LLP

                                      F-1
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>
                                                                    FOR THE YEARS ENDED
                                                                        DECEMBER 31,
<S>                                                           <C>          <C>          <C>
- ----------------------------------------------------------------------------------------------
<CAPTION>
                                                               1999         1998         1997
- ----------------------------------------------------------------------------------------------
<S>                                                           <C>          <C>          <C>
                                                                       (in millions)
REVENUES
  Premiums and other considerations                           $2,045       $2,218       $1,637
  Net investment income                                        1,359        1,759        1,368
  Net realized capital gains (losses)                             (4)          (2)           4
- ----------------------------------------------------------------------------------------------
                                              TOTAL REVENUES   3,400        3,975        3,009
- ----------------------------------------------------------------------------------------------
BENEFITS, CLAIMS AND EXPENSES
  Benefits, claims and claim adjustment expenses               1,574        1,911        1,379
  Amortization of deferred policy acquisition costs              539          431          335
  Dividends to policyholders                                     104          329          240
  Other expenses                                                 631          766          586
- ----------------------------------------------------------------------------------------------
                         TOTAL BENEFITS, CLAIMS AND EXPENSES   2,848        3,437        2,540
- ----------------------------------------------------------------------------------------------
  Income before income tax expense                               552          538          469
  Income tax expense                                             191          188          167
- ----------------------------------------------------------------------------------------------
                                                  NET INCOME  $  361       $  350       $  302
- ----------------------------------------------------------------------------------------------
</TABLE>

                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

                                      F-2
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                     AS OF DECEMBER 31,
<S>                                                                <C>            <C>
- ------------------------------------------------------------------------------------------

                                                                     1999           1998
- ------------------------------------------------------------------------------------------
                                                                    (in millions, except
                                                                       for share data)
ASSETS
  Investments
  Fixed maturities, available for sale, at fair value
   (amortized cost of $13,923 and $14,505)                         $ 13,499       $ 14,818
  Equity securities, at fair value                                       56             31
  Policy loans, at outstanding balance                                4,187          6,684
  Other investments                                                     342            264
- ------------------------------------------------------------------------------------------
                                           TOTAL INVESTMENTS         18,084         21,797
- ------------------------------------------------------------------------------------------
  Cash                                                                   55             17
  Premiums receivable and agents' balances                               29             17
  Reinsurance recoverables                                            1,274          1,257
  Deferred policy acquisition costs                                   4,013          3,754
  Deferred income tax                                                   459            464
  Other assets                                                          654            695
  Separate account assets                                           110,397         90,262
- ------------------------------------------------------------------------------------------
                                                TOTAL ASSETS       $134,965       $118,263
- ------------------------------------------------------------------------------------------
LIABILITIES
  Future policy benefits                                           $  4,332       $  3,595
  Other policyholder funds                                           16,004         19,615
  Other liabilities                                                   1,613          2,094
  Separate account liabilities                                      110,397         90,262
- ------------------------------------------------------------------------------------------
                                           TOTAL LIABILITIES        132,346        115,566
- ------------------------------------------------------------------------------------------
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 (loss)
    Net unrealized capital gains (losses) on securities, net
     of tax                                                            (255)           184
- ------------------------------------------------------------------------------------------
         TOTAL ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)           (255)           184
- ------------------------------------------------------------------------------------------
  Retained earnings                                                   1,823          1,462
- ------------------------------------------------------------------------------------------
                                  TOTAL STOCKHOLDER'S EQUITY          2,619          2,697
- ------------------------------------------------------------------------------------------
                  TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY       $134,965       $118,263
- ------------------------------------------------------------------------------------------
</TABLE>

                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

                                      F-3
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
           CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDER'S EQUITY

<TABLE>
<CAPTION>
                                                               Accumulated Other
                                                                 Comprehensive
                                                                 Income (Loss)
                                                               -----------------
<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)
1999
Balance, December 31, 1998                    $6     $1,045          $ 184           $1,462        $2,697
Comprehensive income
  Net income                                  --         --             --              361           361
Other comprehensive income (loss), net of
 tax (1):
  Changes in net unrealized capital gains
   (losses) on securities (2)                 --         --           (439)              --          (439)
Total other comprehensive income (loss)                                                              (439)
  Total comprehensive income (loss)                                                                   (78)
- -------------------------------------------------------------------------------------------------------------
                BALANCE, DECEMBER 31, 1999    $6     $1,045          $(255)          $1,823        $2,619
- -------------------------------------------------------------------------------------------------------------
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
- -------------------------------------------------------------------------------------------------------------
</TABLE>

(1) Net unrealized capital gain (loss) on securities is reflected net of tax of
    $(236), $3 and $80, for the years ended December 31, 1999, 1998 and 1997,
    respectively.

(2) Net of reclassification adjustment for after-tax gains (losses) realized in
    net income of $(2), $(1) and $2 for the years ended December 31, 1999, 1998
    and 1997, respectively.

                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

                                      F-4
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                   FOR THE YEARS ENDED
                                                                       DECEMBER 31,
<S>                                                           <C>        <C>        <C>
- --------------------------------------------------------------------------------------------
<CAPTION>
                                                                1999       1998       1997
- --------------------------------------------------------------------------------------------
<S>                                                           <C>        <C>        <C>
                                                                      (in millions)
OPERATING ACTIVITIES
  Net income                                                  $   361    $   350    $   302
  Adjustments to reconcile net income to net cash provided
   by operating activities
  Depreciation and amortization                                   (18)       (23)         8
  Net realized capital losses (gains)                               4          2         (4)
  Loss due to commutation of reinsurance                           16         --         --
  (Increase) decrease in premiums receivable and agents'
   balances                                                       (18)         1        119
  (Decrease) increase in other liabilities                       (263)       (79)       223
  Change in receivables, payables, and accruals                   125         83        107
  (Decrease) increase in accrued taxes                           (163)        60        126
  Decrease (increase) in deferred income tax                      241       (118)        40
  Increase in deferred policy acquisition costs                  (358)      (439)      (555)
  Increase in future policy benefits                              797        536        585
  Increase in reinsurance recoverables                           (318)      (101)       (31)
  Other, net                                                      (81)        99         52
- --------------------------------------------------------------------------------------------
                   NET CASH PROVIDED BY OPERATING ACTIVITIES      325        371        972
- --------------------------------------------------------------------------------------------
INVESTING ACTIVITIES
  Purchases of investments                                     (5,753)    (6,061)    (6,869)
  Sales of investments                                          6,383      4,901      4,256
  Maturity of investments                                       1,818      1,761      2,329
  Purchases of affiliates and other                               (25)        --         --
- --------------------------------------------------------------------------------------------
        NET CASH PROVIDED BY (USED FOR) INVESTING ACTIVITIES    2,423        601       (284)
- --------------------------------------------------------------------------------------------
FINANCING ACTIVITIES
  Net disbursements for investment and universal life-type
   contracts charged against policyholder accounts             (2,710)    (1,009)      (677)
- --------------------------------------------------------------------------------------------
    Net cash used for financing activities                     (2,710)    (1,009)      (677)
- --------------------------------------------------------------------------------------------
  Net increase (decrease) in cash                                  38        (37)        11
  Cash -- beginning of year                                        17         54         43
- --------------------------------------------------------------------------------------------
  Cash -- end of year                                         $    55    $    17    $    54
- --------------------------------------------------------------------------------------------
Supplemental Disclosure of Cash Flow Information:
  Net Cash Paid During the Year for:
  Income taxes                                                $   111    $   263    $     9
Noncash Investing Activities:
  In 1999, the Company's parent, Hartford Life and Accident Insurance Company, recaptured an
   in force block of individual life insurance previously ceded to the Company. This
   commutation resulted in a reduction in the Company's assets of $666, consisting of $556
   of invested assets, $99 of deferred policy acquisition costs and $11 of other assets.
   Liabilities decreased $650, consisting of $543 of other policyholder funds, $60 of future
   policy benefits and $47 of other liabilities. As a result, the Company recognized an
   after-tax loss relating to this transaction of $16.

  In 1998, due to the recapture of an in force block of business previously ceded to MBL
   Life Assurance Co. of New Jersey, reinsurance recoverables of $4,753 were exchanged for
   the fair value of assets comprised of $4,310 in policy loans and $443 in other net
   assets.
</TABLE>

                SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS.

                                      F-5
<PAGE>
HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
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 (HLAI) 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). In November 1998,
Hartford Life Insurance Company transferred in the form of a dividend, Hartford
Financial Services, LLC and its subsidiaries to HLA.

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 its
insurance subsidiaries 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.

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, mutual funds and
retirement plan services for savings and retirement needs; (b) life insurance
for income protection and estate planning; (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 are prepared on the basis of accounting
principles generally accepted in the United States, which differ materially from
the statutory accounting practices prescribed by various insurance regulatory
authorities. All material intercompany transactions and balances between
Hartford Life Insurance Company and its subsidiaries have been eliminated.

The preparation of financial statements, in conformity with accounting
principles generally accepted in the United States, 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) ADOPTION OF NEW ACCOUNTING STANDARDS

Effective January 1, 1999, Hartford Life Insurance Company adopted Statement of
Position (SOP) No. 98-1, "Accounting for the Costs of Computer Software
Developed or Obtained for Internal Use". This 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. Adoption of this SOP did not have a
material impact on the Company's financial condition or results of operations.

Effective January 1, 1999, Hartford Life Insurance Company adopted SOP
No. 97-3, "Accounting by Insurance and Other Enterprises for Insurance-Related
Assessments". This SOP addresses accounting by insurance and other enterprises
for assessments related to insurance activities, including recognition,
measurement and disclosure of guaranty fund or other assessments. Adoption of
this SOP did not have a material impact 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) FUTURE ADOPTION OF NEW ACCOUNTING STANDARDS

In June 1999, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 137, "Accounting for Derivative
Instruments and Hedging Activities - Deferral of the Effective Date of FASB
Statement No. 133". This statement amends SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities", to defer its effective date for
one year, to fiscal years beginning after June 15, 2000. Initial

                                      F-6
<PAGE>
application for Hartford Life Insurance Company will begin January 1, 2001. SFAS
No. 133 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.
The Company has reviewed its derivative holdings and is in the process of
quantifying the impact of SFAS No. 133. The Company is also assessing what
actions, if any, need to be taken to minimize potential volatility, while at the
same time maintaining the economic protection needed to support the goals of its
business.

In October 1998, the American Institute of Certified Public Accountants (AICPA)
issued SOP No. 98-7, "Accounting for Insurance and Reinsurance Contracts That Do
Not Transfer Insurance Risk". This SOP provides guidance on the method of
accounting for insurance and reinsurance contracts that do not transfer
insurance risk, defined in the SOP as the deposit method. This SOP is effective
for financial statements for fiscal years beginning after June 15, 1999 and is
not expected to have a material impact on the Company's financial condition or
results of operations.

(D) 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 and
disability policies are recognized as revenues ratably over the policy period.

(E) 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 of the life insurance subsidiaries of the Company. The participating
insurance in force accounted for 34%, 35% and 33% in 1999, 1998 and 1997,
respectively, of total insurance in force.

(F) INVESTMENTS

Hartford Life Insurance Company's investments in both fixed maturities, which
include bonds, redeemable preferred stock and commercial paper, and equity
securities, which include common and non-redeemable preferred stocks, are
classified as "available for sale" in accordance with SFAS No. 115, "Accounting
for Certain Investments in Debt and Equity Securities". Accordingly, these
securities are carried at fair value with the after-tax difference from cost
reflected in stockholder's equity as a component of accumulated other
comprehensive income. Policy loans are carried at outstanding balance which
approximates fair value. Other invested assets consist primarily of partnership
investments, which are accounted for by the equity method, and mortgage loans,
whereby the carrying value 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.

(G) DERIVATIVE INSTRUMENTS

HEDGE ACCOUNTING -- 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. Hartford Life Insurance 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 No. 86-2, "Accounting for
Options" and various Emerging Issues Task Force 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 (c) Future Adoption of New Accounting Standards.

Derivative instruments must be designated at inception as a hedge and measured
for effectiveness both at inception

                                      F-7
<PAGE>
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
or quarterly 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
they are 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.

FUTURES -- 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.

FORWARD COMMITMENTS -- 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 are recognized immediately in the Consolidated Statements of Income as
a component of net investment income.

OPTIONS -- 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 -- 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 earnings. 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.

INTEREST RATE CAPS AND FLOORS -- Premiums paid on purchased cap or floor
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 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 AND CURRENCY SWAPS CONTRACTS -- 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 adjustment
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.

(H) 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 substantially all the investment risk and rewards, and guaranteed
separate accounts, wherein the Company contractually guarantees either a minimum
return or account value to the policyholder.

(I) DEFERRED POLICY ACQUISITION COSTS

Policy acquisition costs, which include commissions and certain other 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.

                                      F-8
<PAGE>
Acquisition costs and their related deferral are included in the Company's other
expenses as follows:

<TABLE>
<CAPTION>
                                                                     1999         1998        1997
<S>                                                                  <C>         <C>          <C>
                                                                     ------------------------------
Commissions                                                          $ 887       $1,069       $ 976
Deferred acquisition costs                                            (898)        (891)       (862)
Other                                                                  642          588         472
                                                                     ------------------------------
                                        TOTAL OTHER EXPENSES         $ 631       $  766       $ 586
                                                                     ------------------------------
</TABLE>

(J) FUTURE POLICY BENEFITS

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.

(K) OTHER POLICYHOLDER FUNDS

Other policyholder funds include reserves for investment contracts without life
contingencies, corporate owned life insurance and universal life insurance
contracts. These reserves are based on account values, which represent the
balance that accrues to the benefit of policyholders.

3. INVESTMENTS AND DERIVATIVE INSTRUMENTS

(A) COMPONENTS OF NET INVESTMENT INCOME

<TABLE>
<CAPTION>
                                                                         For the years ended
                                                                             December 31,
                                                                   --------------------------------
                                                                    1999         1998         1997
<S>                                                                <C>          <C>          <C>
                                                                   --------------------------------
Interest income from fixed maturities                              $  934       $  952       $  932
Interest income from policy loans                                     391          789          425
Income from other investments                                          48           32           26
                                                                   --------------------------------
Gross investment income                                             1,373        1,773        1,383
Less: Investment expenses                                              14           14           15
                                                                   --------------------------------
                                       NET INVESTMENT INCOME       $1,359       $1,759       $1,368
                                                                   --------------------------------
</TABLE>

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

<TABLE>
<CAPTION>
                                                                      For the years ended
                                                                          December 31,
                                                                   --------------------------
                                                                   1999       1998       1997
<S>                                                                <C>        <C>        <C>
                                                                   --------------------------
Fixed maturities                                                   $(7)       $(28)      $(7)
Equity securities                                                    2         21         12
Real estate and other                                                1          5         (1)
                                                                   --------------------------
                         NET REALIZED CAPITAL GAINS (LOSSES)       $(4)       $(2)       $ 4
                                                                   --------------------------
</TABLE>

(C) NET UNREALIZED CAPITAL GAINS (LOSSES) ON EQUITY SECURITIES

<TABLE>
<CAPTION>
                                                                      For the years ended
                                                                          December 31,
                                                                   --------------------------
                                                                   1999       1998       1997
<S>                                                                <C>        <C>        <C>
                                                                   --------------------------
Gross unrealized capital gains                                     $ 9        $ 2        $14
Gross unrealized capital losses                                     (2)        (1)        --
                                                                   --------------------------
Net unrealized capital gains                                         7          1         14
Deferred income tax expense                                          2         --          5
                                                                   --------------------------
Net unrealized capital gains, net of tax                             5          1          9
Balance -- beginning of year                                         1          9          8
                                                                   --------------------------
   NET CHANGE IN UNREALIZED CAPITAL GAINS (LOSSES) ON EQUITY
                                                  SECURITIES       $ 4        $(8)       $ 1
                                                                   --------------------------
</TABLE>

                                      F-9
<PAGE>
(D) NET UNREALIZED CAPITAL GAINS (LOSSES) ON FIXED MATURITIES

<TABLE>
<CAPTION>
                                                                       For the years ended
                                                                           December 31,
                                                                   ----------------------------
                                                                   1999        1998        1997
<S>                                                                <C>         <C>         <C>
                                                                   ----------------------------
Gross unrealized capital gains                                     $  48       $ 421       $371
Gross unrealized capital losses                                     (472)       (108)       (80)
Unrealized capital (gains) losses credited to policyholders           24         (32)       (30)
                                                                   ----------------------------
Net unrealized capital gains (losses)                               (400)        281        261
Deferred income tax expense (benefit)                               (140)         98         91
                                                                   ----------------------------
Net unrealized capital gains (losses), net of tax                   (260)        183        170
Balance -- beginning of year                                         183         170         22
                                                                   ----------------------------
    NET CHANGE IN UNREALIZED CAPITAL GAINS (LOSSES) ON FIXED
                                                  MATURITIES       $(443)      $  13       $148
                                                                   ----------------------------
</TABLE>

(E) FIXED MATURITY INVESTMENTS

<TABLE>
<CAPTION>
                                                                              As of December 31, 1999
                                                                   ---------------------------------------------
                                                                                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)                                         $   180      $ 5        $  (3)     $   182
U.S. Government and Government agencies and authorities
 (guaranteed and sponsored) -- asset backed                           1,094        5          (35)       1,064
States, municipalities and political subdivisions                       155        2           (1)         156
Foreign governments                                                     289        6          (14)         281
Public utilities                                                        865        7          (39)         833
All other corporate, including international                          5,646       18         (244)       5,420
All other corporate -- asset backed                                   4,103        5         (123)       3,985
Short-term investments                                                1,156       --           --        1,156
Certificates of deposit                                                 434       --          (12)         422
Redeemable preferred stock                                                1       --           (1)          --
                                                                   ---------------------------------------------
                                           TOTAL FIXED MATURITIES   $13,923      $48        $(472)     $13,499
                                                                   ---------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                                              As of December 31, 1998
                                                                   ---------------------------------------------
                                                                                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
Foreign 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>

The amortized cost and estimated fair value of fixed maturity investments as of
December 31, 1999 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

                                      F-10
<PAGE>
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                                       $ 2,454           $ 2,440
Over one year through five years                         4,874             4,787
Over five years through ten years                        3,072             2,940
Over ten years                                           3,523             3,332
                                                      ----------------------------
                                               TOTAL   $13,923           $13,499
                                                      ----------------------------
</TABLE>

(F) SALES OF FIXED MATURITY AND EQUITY SECURITY INVESTMENTS

Sales of fixed maturities, excluding short-term fixed maturities, for the years
ended December 31, 1999, 1998 and 1997 resulted in proceeds of $3.4 billion,
$3.2 billion and $4.2 billion, gross realized capital gains of $153, $103 and
$169, gross realized capital losses (including writedowns) of $160, $131 and
$176, respectively. Sales of equity security investments for the years ended
December 31, 1999, 1998 and 1997 resulted in proceeds of $7, $35 and $132 and
gross realized capital gains of $2, $21 and $12, respectively, and no gross
realized capital losses for all periods.

(G) 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.

(H) 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.

The 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
collateral is pledged to or held by the Company to the extent the current value
of derivatives exceed exposure policy thresholds.

The Company's derivative program is monitored by an internal compliance unit and
is reviewed by senior management. 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 $5.5
billion and $6.2 billion ($3.9 billion and $3.9 billion related to the Company's
investments, $1.6 billion and $2.3 billion on the Company's liabilities) as of
December 31, 1999 and 1998, respectively.

The tables below provide a summary of derivative instruments held by Hartford
Life Insurance Company as of December 31, 1999 and 1998, segregated by major
investment and liability category:

                                      F-11
<PAGE>

<TABLE>
<CAPTION>
                                                          1999 -- Amount Hedged (Notional Amounts)
                                     ----------------------------------------------------------------------------------
                                      Total    Issued    Purchased                 Interest Rate   Foreign      Total
                                     Carrying  Caps &   Caps, Floors                  Swaps &      Currency   Notional
           ASSETS HEDGED              Value    Floors    & Options    Futures (1)    Forwards     Swaps (2)    Amount
<S>                                  <C>       <C>      <C>           <C>          <C>            <C>         <C>
                                     ----------------------------------------------------------------------------------
Asset backed securities (excluding
 anticipatory)                       $ 5,049   $   --      $   --        $   --       $  911          $--      $  911
Anticipatory (3)                          --       --          --             5          112           --         117
Other bonds and notes                  7,294      494         611            --        1,676           80       2,861
Short-term investments                 1,156       --          --            --           --           --          --
                                     ----------------------------------------------------------------------------------
             TOTAL FIXED MATURITIES   13,499      494         611             5        2,699           80       3,889
Equity securities, policy loans and
 other investments                     4,585       --          --            --           --           --          --
                                     ----------------------------------------------------------------------------------
                  TOTAL INVESTMENTS  $18,084      494         611             5        2,699           80       3,889
                                     ----------------------------------------------------------------------------------
           OTHER POLICYHOLDER FUNDS  $16,004       --       1,150            --          430           --       1,580
                                     ----------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                     NOTIONAL VALUE            $  494      $1,761        $    5       $3,129          $80      $5,469
                                     ----------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                         FAIR VALUE            $  (22)     $    8        $   --       $  (30)         $ 2      $  (42)
                                     ----------------------------------------------------------------------------------
</TABLE>

<TABLE>
<CAPTION>
                                                        1998 -- Amount Hedged (Notional Amounts)
                                     -------------------------------------------------------------------------------
                                      Total    Issued    Purchased                Interest Rate   Foreign    Total
                                     Carrying  Caps &     Caps &                     Swaps &     Currency   Notional
           ASSETS HEDGED              Value    Floors     Floors     Futures (1)    Forwards     Swaps (2)   Amount
<S>                                  <C>       <C>      <C>          <C>          <C>            <C>        <C>
                                     -------------------------------------------------------------------------------
Asset backed securities (excluding
 anticipatory)                       $ 5,187   $   44     $  243         $ 3         $  885         $--      $1,175
Anticipatory (3)                          --       --         --          --            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       --      1,150          --          1,195          --       2,345
                                     -------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                     NOTIONAL VALUE            $  505     $1,990         $21         $3,615         $90      $6,221
                                     -------------------------------------------------------------------------------
    TOTAL DERIVATIVE INSTRUMENTS --
                         FAIR VALUE            $   (6)    $   19         $--         $   27         $(7)     $   33
                                     -------------------------------------------------------------------------------
</TABLE>

    (1) As of December 31, 1999 and 1998, approximately 100% and 5%,
respectively, of the notional futures contracts expire within one year.

    (2) As of December 31, 1999 and 1998, approximately 28% and 11%,
respectively, of foreign currency swaps expire within one year.

    (3) 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, 1999, the Company had $1.4 of net
deferred losses on interest rate swaps and futures. The Company expects to basis
adjust the entire loss in 2000. During 1999, $0.2 of new future activity was
basis adjusted. As of December 31, 1998, the Company had no deferred gains for
interest rate swaps.

                                      F-12
<PAGE>
The following is a reconciliation of notional amounts by derivative type and
strategy as of December 31, 1999 and 1998:

<TABLE>
<CAPTION>
                                                                            BY DERIVATIVE TYPE
<S>                                                <C>               <C>          <C>                   <C>
- ------------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                   December 31, 1998                     Maturities/         December 31, 1999
                                                    Notional Amount    Additions      Terminations (1)        Notional Amount
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                <C>                 <C>            <C>                    <C>
        Caps                                             $1,912          $   --            $  148                  $1,764
        Floors                                              583              --               178                     405
        Swaps/Forwards                                    3,705             991             1,487                   3,209
        Futures                                              21             292               308                       5
        Options                                              --              86                --                      86
- -------------------------------------------------------------------------------------------------------------------------------
                                        TOTAL            $6,221          $1,369            $2,121                  $5,469
- -------------------------------------------------------------------------------------------------------------------------------

                                                                                   BY STRATEGY
- -------------------------------------------------------------------------------------------------------------------------------
        Liability                                        $2,345          $   17            $  782                  $1,580
        Anticipatory                                        235             204               322                     117
        Asset                                             2,398             831               427                   2,802
        Portfolio                                         1,243             317               590                     970
- -------------------------------------------------------------------------------------------------------------------------------
                                        TOTAL            $6,221          $1,369            $2,121                  $5,469
- -------------------------------------------------------------------------------------------------------------------------------
</TABLE>

    (1) During 1999, 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.

Other invested assets consist primarily of partnership investments, which are
accounted for by the equity method, and mortgage loans, whereby the carrying
value approximates 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 similar to external valuation models.

The carrying amount and fair values of Hartford Life Insurance Company's
financial instruments as of December 31, 1999 and 1998 were as follows:

<TABLE>
<CAPTION>
                                                               1999               1998
                                                         ------------------------------------
                                                         Carrying   Fair    Carrying   Fair
                                                          Amount    Value    Amount    Value
<S>                                                      <C>       <C>      <C>       <C>
                                                         ------------------------------------
ASSETS
  Fixed maturities                                       $13,499   $13,499  $14,818   $14,818
  Equity securities                                           56        56       31        31
  Policy loans                                             4,187     4,187    6,684     6,684
  Other investments                                          342       348      264       309
LIABILITIES
  Other policyholder funds (1)                            11,734    11,168   11,709    11,726
                                                         ------------------------------------
</TABLE>

    (1) Excludes corporate owned life insurance and universal life insurance
contracts.

                                      F-13
<PAGE>
5. SEPARATE ACCOUNTS

Hartford Life Insurance Company maintained separate account assets and
liabilities totaling $110.4 billion and $90.3 billion as of December 31, 1999
and 1998, 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 $101.7 billion and
$80.6 billion as of December 31, 1999 and 1998, respectively, wherein the
policyholder assumes substantially all the investment risk, and guaranteed
separate accounts totaling $8.7 and $9.7 billion as of December 31, 1999 and
1998, 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
$860 and $1.8 billion as of December 31, 1999 and 1998, 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 $1.1 billion, $908 and
$699 in 1999, 1998 and 1997, respectively. The guaranteed separate accounts
include fixed market value adjusted (MVA) individual annuities and modified
guaranteed life insurance. The average credited interest rate on these contracts
was 6.5% and 6.6% as of December 31, 1999 and 1998, respectively. The assets
that support these liabilities were comprised of $8.7 billion and $9.5 billion
in fixed maturities as of December 31, 1999 and 1998, respectively, and $0.2
billion of other invested assets as of December 31, 1998. 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 $(96) and $40 in carrying value and $2.0 billion and
$3.5 billion in notional amounts as of December 31, 1999 and 1998, respectively.

6. STATUTORY RESULTS

<TABLE>
<CAPTION>
                                                                       For the years ended December 31,
                                                                     ------------------------------------
                                                                      1999           1998           1997
<S>                                                                  <C>            <C>            <C>
                                                                     ------------------------------------
Statutory net income                                                 $  151         $  211         $  214
                                                                     ------------------------------------
Statutory capital and surplus                                        $1,905         $1,676         $1,441
                                                                     ------------------------------------
</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
2000, without prior regulatory approval, is estimated to be $190.

Hartford Life Insurance Company and its domestic insurance subsidiaries prepare
their statutory financial statements in accordance with accounting practices
prescribed by the applicable state of domicile. Prescribed statutory accounting
practices include publications of the National Association of Insurance
Commissioners (NAIC), as well as state laws, regulations and general
administrative rules.

The NAIC adopted the Codification of Statutory Accounting Principles (SAP) in
March 1998. The proposed effective date for the statutory accounting guidance is
January 1, 2001. It is expected that Hartford Life Insurance Company's
domiciliary state will adopt the SAP and the Company will make the necessary
changes required for implementation. The Company has not yet determined the
impact that the SAP will have on the statutory financial statements of Hartford
Life Insurance Company and its insurance subsidiaries.

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, stock appreciation rights, performance shares or
restricted stock, or any combination of the foregoing. 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 and Class B Common Stock
and treasury stock as reported in the Annual Report on Hartford Life's Form 10-K
of the Company 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 awards. Performance shares
awards of common stock granted under the Plan become payable upon the attainment
of specific performance goals achieved over a three year period.

                                      F-14
<PAGE>
All options granted have an exercise price equal to the market price of the
Company's stock on the date of grant and an option's maximum term is ten years.
Certain non-performance 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 non-performance based options
become exercisable over a three year period commencing with the date of grant.

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 120,694, 121,943 and 54,316
shares under the ESPP in 1999, 1998 and 1997, respectively. The weighted average
fair value of the discount under the ESPP was $7.48 per share in 1999, $13.74
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 both 1999 and
1998, and $5 in 1997.

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 1999, 1998 and 1997.

The assumed rate in the per capita cost of health care (the health care trend
rate) was 7.1% for 1999, decreasing ratably to 5.0% in the year 2003. Increasing
or decreasing 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 in both 1999 and 1998, and $2 in 1997.

9. REINSURANCE

Hartford Life Insurance Company cedes insurance to other insurers in order to
limit its maximum losses. Such transfer does not relieve Hartford Life Insurance
Company of its primary liability. Failure of reinsurers to honor their
obligations could result in losses to Hartford Life Insurance Company. Hartford
Life Insurance Company reduces this risk by evaluating the financial condition
of reinsurers, and monitoring for possible concentrations of credit risk.
Hartford Life Insurance Company has no significant reinsurance related
concentrations of credit risk.

The Company records a receivable for the portion of reinsured benefits paid and
insurance liabilities. Reinsurance recoveries on ceded reinsurance contracts
were $397, $300 and $418 for the years ended December 31, 1999, 1998 and 1997,
respectively. Hartford Life Insurance Company also assumes insurance from other
insurers.

The effect of reinsurance on premiums and other considerations is summarized as
follows:

<TABLE>
<CAPTION>
                                                                       For the years ended December 31,
                                                                     ------------------------------------
                                                                      1999           1998           1997
<S>                                                                  <C>            <C>            <C>
                                                                     ------------------------------------
Direct premiums and other considerations                             $2,660         $2,722         $2,164
Reinsurance assumed                                                      95            150            159
Reinsurance ceded                                                      (710)          (654)          (686)
                                                                     ------------------------------------
                           PREMIUMS AND OTHER CONSIDERATIONS         $2,045         $2,218         $1,637
                                                                     ------------------------------------
</TABLE>

                                      F-15
<PAGE>
Hartford Life Insurance Company maintains certain reinsurance agreements with
HLA, whereby the Company cedes both group life and group accident and health
risk. Under these treaties, the Company ceded group life premium of $119, $132
and $80 in 1999, 1998 and 1997, respectively, and accident and health premium of
$430, $379, and $335, respectively, to HLA.

Pursuant to a reinsurance agreement dating back to 1992, the Company assumed
100% of certain blocks of individual life insurance from HLA. Under this
reinsurance agreement Hartford Life Insurance Company assumed $9, $13 and $18 of
premium from HLA in 1999, 1998 and 1997, respectively. On December 1, 1999, HLA
recaptured this in force block of individual life insurance previously ceded to
the Company. This commutation resulted in a reduction in the Company's assets of
$666, consisting of $556 of invested assets, $99 of deferred policy acquisition
costs and $11 of other assets. Liabilities decreased $650, consisting of $543 of
other policyholder funds, $60 of future policy benefits and $47 of other
liabilities. As a result, the Company recognized an after-tax loss relating to
this transaction of $16.

In 1998, the Hartford Life recaptured an in force block of Corporate Owned Life
Insurance (COLI) business previously ceded to MBL Assurance Co. of New Jersey
(MBL Life). The transaction was consummated through an assignment of a
reinsurance arrangement between Hartford Life and MBL Life to a Hartford Life
subsidiary. Hartford Life originally assumed the life insurance block in 1992
from Mutual Benefit Life, which was placed in court-supervised rehabilitation in
1991, and reinsured a portion of those policies back to MBL Life. This recapture
was effective January 1, 1998 and resulted in a decrease in ceded premiums and
other considerations of $163 in 1998. Additionally, this transaction resulted in
a decrease in reinsurance recoverables of $4.8 billion, which was exchanged for
the fair value of assets comprised of $4.3 billion in policy loans and $443 in
other net assets.

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 for 1997 and 1998 and intend to file a
separate consolidated federal income tax return for 1999. The Company's
effective tax rate was 35%, 35% and 36% in 1999, 1998 and 1997, respectively.

Income tax expense (benefit) is as follows:

<TABLE>
<CAPTION>
                                                                          For the years ended
                                                                              December 31,
                                                                     ------------------------------
                                                                     1999         1998         1997
<S>                                                                  <C>          <C>          <C>
                                                                     ------------------------------
Current                                                              $(50)        $307         $162
Deferred                                                              241         (119)           5
                                                                     ------------------------------
                                          INCOME TAX EXPENSE         $191         $188         $167
                                                                     ------------------------------
</TABLE>

A reconciliation of the tax provision at the U.S. federal statutory rate to the
provision (benefit) for income taxes is as follows:

<TABLE>
<CAPTION>
                                                                          For the years ended
                                                                              December 31,
                                                                     ------------------------------
                                                                     1999         1998         1997
<S>                                                                  <C>          <C>          <C>
                                                                     ------------------------------
Tax provision at the U.S. federal statutory rate                     $193         $188         $164
Other                                                                  (2)          --            3
                                                                     ------------------------------
                                                       TOTAL         $191         $188         $167
                                                                     ------------------------------
</TABLE>

Deferred tax assets (liabilities) include the following as of December 31:

<TABLE>
<CAPTION>
                                                                      1999    1998
<S>                                                           <C>     <C>     <C>
                                                              ---------------------
Tax basis deferred policy acquisition costs                           $ 720   $ 751
Financial statement deferred policy acquisition costs and
 reserves                                                                11     103
Employee benefits                                                        (3)      4
Net unrealized capital losses (gains) on securities                     138     (98)
Investments and other                                                  (407)   (296)
                                                              ---------------------
                                                       TOTAL          $ 459   $ 464
                                                              ---------------------
</TABLE>

                                      F-16
<PAGE>
Hartford Life Insurance Company had a current tax receivable of $56 as of
December 31, 1999 and a current tax payable of $65 as of December 31, 1998.

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 the
balance in this account, which for tax return purposes was $104 as of December
31, 1999.

11. RELATED PARTY TRANSACTIONS

Transactions of the Company with 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 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 in both 1999 and 1998 and $39 in 1997.

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 alleged economic and
punitive damages have been asserted. Some of these cases have been filed as
purported class actions and some cases have been filed in certain jurisdictions
that permit punitive damage awards disproportionate to the actual damages
incurred. 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 estimated
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 $2, $9 and $15 in 1999, 1998 and 1997,
respectively, of which $1 in 1999 and $4 in both 1998 and 1997 were estimated to
be creditable against premium taxes.

(C) LEASES

The rent paid to Hartford Fire for space occupied by the Company was $9 in 1999
and $7 in both 1998 and 1997. Future minimum rental commitments are as follows:

<TABLE>
<S>                                                           <C>
2000                                                          $     14
2001                                                                14
2002                                                                13
2003                                                                12
2004                                                                12
Thereafter                                                          62
                                                              --------
                                                       TOTAL  $    127
                                                              --------
</TABLE>

The principal executive offices of Hartford Life Insurance Company, together
with its parent, are located in Simsbury, Connecticut. Rental expense is
recognized on a level basis over the term of the primary sublease for the
facility located in Simsbury, Connecticut, which expires on December 31, 2009,
and amounted to approximately $9 in each of the years ended December 31, 1999,
1998 and 1997.

(D) TAX MATTERS

Hartford Life's federal income tax returns are routinely audited by the Internal
Revenue Service. Hartford Life's 1996-1997 federal income tax returns are
currently under audit by the Internal Revenue Service. Management believes that
sufficient provision has been made in the financial statements for issues that
may result from tax examinations and other tax related matters for all open tax
years.

                                      F-17
<PAGE>
13. SEGMENT INFORMATION

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 fixed and variable
annuities, mutual funds, retirement plan services other investment products.
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 tables outlines summarized financial
information concerning the Company's segments.

<TABLE>
<CAPTION>
                                                         Investment  Individual
1999                                                      Products      Life       COLI    Other    Total
<S>                                                      <C>         <C>         <C>       <C>     <C>
                                                         --------------------------------------------------
Total revenues                                            $  1,884     $  574    $   830   $  112  $  3,400
Net investment income                                          699        169        431       60     1,359
Amortization of deferred policy acquisition costs              411        128         --       --       539
Income tax expense (benefit)                                   159         37         15      (20)      191
Net income (loss)                                              300         68         28      (35)      361
Assets                                                     106,352      5,962     20,198    2,453   134,965
</TABLE>

<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>

14. QUARTERLY RESULTS FOR 1999 AND 1998 (UNAUDITED)

<TABLE>
<CAPTION>
                                                                   Three Months Ended
<S>                                  <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>
                                         March 31,           June 30,          September 30,       December 31,
                                     ------------------------------------------------------------------------------
                                       1999      1998      1999      1998      1999      1998      1999       1998
                                     ------------------------------------------------------------------------------
Revenues                               $838      $915      $853      $721      $846      $826      $863     $1,513
Benefits, claims and expenses           703       787       722       591       695       688       728      1,371
Net income                               88        83        85        85       100        89        88         93
</TABLE>

                                      F-18
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                      SCHEDULE I -- SUMMARY OF INVESTMENTS
                      OTHER THAN INVESTMENTS IN AFFILIATES
                            AS OF DECEMBER 31, 1999
                                 (IN MILLIONS)

<TABLE>
<CAPTION>
                                                                                         Amount at
                                                                             Fair       which shown
                                          Type of Investment       Cost      Value    on Balance Sheet
<S>                                                               <C>       <C>       <C>
                                                                  ------------------------------------
FIXED MATURITIES
Bonds and Notes
  U.S. Government and Government agencies and authorities
   (guaranteed and sponsored)                                     $   180   $   182       $   182
  U.S. Government and Government agencies and authorities
   (guaranteed and sponsored) -- asset backed                       1,094     1,064         1,064
  States, municipalities and political subdivisions                   155       156           156
  Foreign governments                                                 289       281           281
  Public utilities                                                    865       833           833
  All other corporate, including international                      5,646     5,420         5,420
  All other corporate -- asset backed                               4,103     3,985         3,985
  Short-term investments                                            1,156     1,156         1,156
  Certificates of deposit                                             434       422           422
  Redeemable preferred stock                                            1        --            --
                                                                  ------------------------------------
                                      TOTAL FIXED MATURITIES       13,923    13,499        13,499
                                                                  ------------------------------------

EQUITY SECURITIES
 Common Stocks
  Industrial and miscellaneous                                         49        56            56
                                                                  ------------------------------------
                                     TOTAL EQUITY SECURITIES           49        56            56
                                                                  ------------------------------------
                TOTAL FIXED MATURITIES AND EQUITY SECURITIES       13,972    13,555        13,555
                                                                  ------------------------------------
Policy Loans                                                        4,187     4,187         4,187
                                                                  ------------------------------------
OTHER INVESTMENTS
  Mortgage loans on real estate                                       198       198           198
  Other invested assets                                               127       150           144
                                                                  ------------------------------------
                                     TOTAL OTHER INVESTMENTS          325       348           342
                                                                  ------------------------------------
                                           TOTAL INVESTMENTS      $18,484   $18,090       $18,084
                                                                  ------------------------------------
</TABLE>

                                      S-1
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
              SCHEDULE III -- SUPPLEMENTARY INSURANCE INFORMATION
              FOR THE YEARS ENDED DECEMBER 31, 1999, 1998 AND 1997
                                 (IN MILLIONS)
<TABLE>
<CAPTION>
                                                                                                         Net      Benefits,
                                  Deferred                                                             Realized   Claims and
                                   Policy       Future       Other          Premiums         Net       Capital      Claim
                                 Acquisition    Policy    Policyholder     and Other      Investment    Gains     Adjustment
Segment                             Costs      Benefits      Funds       Considerations     Income     (Losses)    Expenses
<S>                              <C>           <C>        <C>            <C>              <C>          <C>        <C>
                                 -------------------------------------------------------------------------------------------

1999
Investment Products                $3,099       $2,744      $ 8,859          $1,185         $  699       $--        $  660
Individual Life                       914          270        1,880             405            169        --           254
Corporate Owned Life Insurance         --          321        5,244             399            431        --           621
Other                                  --          997           21              56             60        (4)           39
                                 -------------------------------------------------------------------------------------------
 CONSOLIDATED OPERATIONS           $4,013       $4,332      $16,004          $2,045         $1,359       $(4)       $1,574
                                 -------------------------------------------------------------------------------------------
1998
                                 -------------------------------------------------------------------------------------------
Investment Products                $2,823       $2,407      $ 9,194          $1,043         $  736       $--        $  670
Individual Life                       931          466        2,307             363            181        (1)          262
Corporate Owned Life Insurance         --          225        8,097             774            793        --           924
Other                                  --          497           17              38             49        (1)           55
                                 -------------------------------------------------------------------------------------------
 CONSOLIDATED OPERATIONS           $3,754       $3,595      $19,615          $2,218         $1,759       $(2)       $1,911
                                 -------------------------------------------------------------------------------------------
1997
                                 -------------------------------------------------------------------------------------------
Investment Products                $2,478       $2,070      $ 9,620          $  771         $  739       $--        $  677
Individual Life                       837          392        2,182             323            164        --           242
Corporate Owned Life Insurance         --           56        9,259             551            429        --           439
Other                                  --          541          (27)             (8)            36         4            21
                                 -------------------------------------------------------------------------------------------
 CONSOLIDATED OPERATIONS           $3,315       $3,059      $21,034          $1,637         $1,368       $ 4        $1,379
                                 -------------------------------------------------------------------------------------------

<CAPTION>
                                 Amortization
                                 of Deferred
                                    Policy
                                 Acquisition    Dividends to     Other
Segment                             Costs       Policyholders   Expenses
<S>                              <C>            <C>             <C>
                                 ---------------------------------------
1999
Investment Products                  $411           $ --          $354
Individual Life                       128             --            87
Corporate Owned Life Insurance         --            104            62
Other                                  --             --           128
                                 ---------------------------------------
 CONSOLIDATED OPERATIONS             $539           $104          $631
                                 ---------------------------------------
1998
                                 ---------------------------------------
Investment Products                  $326           $ --          $368
Individual Life                       105             --            77
Corporate Owned Life Insurance         --            329           278
Other                                  --             --            43
                                 ---------------------------------------
 CONSOLIDATED OPERATIONS             $431           $329          $766
                                 ---------------------------------------
1997
                                 ---------------------------------------
Investment Products                  $250           $ --          $266
Individual Life                        83             --            77
Corporate Owned Life Insurance         --            240           259
Other                                   2             --           (16)
                                 ---------------------------------------
 CONSOLIDATED OPERATIONS             $335           $240          $586
                                 ---------------------------------------
</TABLE>

                                      S-2
<PAGE>
                HARTFORD LIFE INSURANCE COMPANY AND SUBSIDIARIES
                           SCHEDULE IV -- REINSURANCE
                                 (IN MILLIONS)

<TABLE>
<CAPTION>
                                                                                                     Percentage
                                          Gross        Ceded to        Assumed From       Net        of Amount
                                          Amount    Other Companies   Other Companies    Amount    Assumed to Net
<S>                                      <C>        <C>               <C>               <C>        <C>
                                         ------------------------------------------------------------------------
FOR THE YEAR ENDED
 DECEMBER 31, 1999
Life insurance in force                  $307,970      $131,162           $11,785       $188,593         6.2%
PREMIUMS AND OTHER CONSIDERATIONS
Life insurance and annuities             $  2,212      $    275           $    84       $  2,021         4.2%
Accident and health insurance                 448           435                11             24        45.8%
                                         ------------------------------------------------------------------------
TOTAL PREMIUMS AND OTHER CONSIDERATIONS  $  2,660      $    710           $    95       $  2,045         4.6%
                                         ------------------------------------------------------------------------
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%
                                         ------------------------------------------------------------------------
</TABLE>

                                      S-3


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