Final Terms No. 4 dated December 6, 2006
Hartford Life Institutional Funding
Issue of £250,000,000 5.375% Notes due January 17, 2012 secured by one or more Funding Agreement(s) issued by
Hartford Life Insurance Company
under the $2,000,000,000 Global Debt Issuance Program
This Final Terms should be read in conjunction with the accompanying Offering Memorandum dated May 5, 2006 (the “Offering Memorandum”) relating to the $2,000,000,000 Global Debt Issuance Program of Hartford Life Institutional Funding (the “Issuer”).
PART A – CONTRACTUAL TERMS
Terms used herein shall be deemed to be defined as set forth in the accompanying Offering Memorandum, which constitutes a base prospectus for the purposes of the Prospectus Directive (Directive 2003/71/EC) (the “Prospectus Directive”). This document constitutes the Final Terms of the Notes described herein for the purposes of Article 5.4 of the Prospectus Directive and must be read in conjunction with the Offering Memorandum. Full information on the Issuer and the offer of the Notes is only available on the basis of the combination of these Final Terms and the Offering Memorandum. The Offering Memorandum is available from the registered office of the Trust and the specified office of the Paying Agent for the time being in London and Dublin. Written requests should be directed to the Trust at c/o Wilmington Trust Company, Rodney Square North, 1100 North Market Street, Wilmington, DE 19890. In addition, the Offering Memorandum will be available from Hartford Life Insurance Company at 200 Hopmeadow Street, Simsbury, Connecticut, 06089, Attention: Richard Costello, Telephone: (860) 547-5000. Further, the Offering Memorandum will be published on the website of the Irish Financial Services Regulatory Association at www.ifsra.ie.
1. (i) Issuer: Hartford Life Institutional Funding
(ii) Funding Agreement Provider: Hartford Life Insurance Company
2 (i) Series Number: 2006-804
(ii) Tranche Number: 1
3. Specified Currency or Currencies: Pounds Sterling (“£”)
4. Principal Amount of Notes admitted to trading:
(i) Series: £ 250,000,000
(ii) Tranche: 1
5. Issue Price: 99.905% of the Principal Amount of the Notes.
6. Specified Denominations: £50,000
(ii) Interest Commencement Date: Issue Date.
8. Stated Maturity Date: January 17, 2012
9. Record Date(s): 15 calendar days prior to any Interest Payment Date.
10. Sinking Fund: Not Applicable
11. Interest Basis: 5.375% Fixed Rate (further particulars specified below).
12. Redemption/Payment Basis: 100%
13. Change of Interest or Redemption /Payment Basis:
Not Applicable
14. Put/Call Options: Not Applicable
15. Additional Amounts to be paid: Applicable
16. Status of the Notes: Senior Secured Non-recourse.
17. Method of distribution: Syndicated
PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE
18. Fixed Rate Note Provisions Applicable.
(i) Rate of Interest: 5.375% per annum payable annually in arrears.
(ii) Interest Payment Dates: January 17 each year adjusted in accordance with the applicable Business Day Convention.
Long first coupon payable January 17, 2008
(iii) Fixed Coupon Amounts: £2,687.50 for each £50,000 of Notes payable January 17, 2009
£2,687.50 for each £50,000 of Notes payable January 17, 2010
£2,687.50 for each £50,000 of Notes payable January 17, 2011
£2,687.50 for each £50,000 of Notes payable January 17, 2012
(iv) Broken Amount(s): £2,930.48 for each £50,000 of Notes payable January 17,
2008
(v) Day Count Convention: Actual/Actual (ICMA), without adjustment for Business
Days
(vii) Other terms relating to the
method of calculating interest for Fixed Rate Notes:
Not Applicable.
19 Floating Rate Note Provisions Not Applicable.
20. ISDA Determination: Not Applicable.
21. Discount Notes Not Applicable.
22. Amortizing Note Not Applicable.
23. Index-Linked Interest Note/other variable-linked interest Note Provisions
Not Applicable.
24. Dual Currency Note Provisions . Not Applicable.
PROVISIONS RELATING TO REDEMPTION
25. Optional Redemption by the Issuer: Not Applicable
26. Repayment at Option of Noteholder Not Applicable
27. Early Redemption Amount
Early Redemption Amount(s) of each Note payable on redemption for taxation reasons or on event of default or other early redemption and/or the method of calculating the same (if required or if different from that set out in the Offering Memorandum):
GENERAL PROVISIONS APPLICABLE TO THE NOTES
28. Form of Notes: Bearer Notes:
Notes will initially be represented upon issue by one or more Regulation S Temporary Global Bearer Notes. Beneficial interests in each Regulation S Temporary Global Bearer Note will be exchangeable for beneficial interests in a Regulation S Permanent Global Bearer Note on or after the date which is 40 days after the completion of the distribution of the relevant Notes as determined and certified by the Initial Purchasers, upon and to the extent of certification of non-U.S. beneficial ownership as required by U.S. Treasury Regulations and Regulation S. Beneficial interests in each Regulation S Permanent Global Bearer Note will be exchangeable, at the expense of the Issuer, for Definitive Notes only in the limited circumstances specified in the Indenture, in each case in accordance with all applicable laws.
Subject to restrictions set forth in the Indenture and each applicable Note and Series Indenture, upon 60 days’ written notice expiring at least 30 days after the Bearer Note Exchange Date (as defined in the Indenture) from the holder of Regulation S Definitive Bearer Note or from Euroclear and/or Clearstream, Luxembourg, as the case may be, acting on instructions from any owner of a beneficial interest in a Regulation S Permanent Global Bearer Note, such Regulation S Definitive Bearer Note or beneficial interest in a Regulation S Permanent Global Bearer Note may be exchanged for an interest in a Global Registered Note of such Series containing identical terms, denominated as authorized in or pursuant to the Indenture or an applicable Note or Series Indenture and in the same aggregate principal amount.
29. Principal Financial Centres or other special provisions relating to Payment Dates:
London and New York
30. Talons for future Coupons or Receipts to be attached to Definitive Notes (and dates on which such Talons mature):
No.
31. Details relating to Partly Paid Notes:
amount of each payment comprising the Issue Price and date on which each payment is to be made and consequences (if any) of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment:
Not Applicable.
32. Redenomination, renominalisation and reconventioning provisions:
33. Exchange Rate Agent: Not Applicable.
34. Consolidation provisions: Not Applicable.
35. Special tax considerations: Not Applicable.
36. Other final terms: Not Applicable.
DISTRIBUTION 37. (i) If syndicated, names of Initial
Purchasers:
Barclays Bank PLC
Deutsche Bank AG, London Branch Credit Suisse Securities (Europe) Limited The Royal Bank of Scotland plc
(ii) Stabilizing Manager(s) (if any): Deutsche Bank AG, London Branch
38. If non-syndicated, name of Dealer: Not Applicable
39. Additional selling restrictions: Not Applicable.
40. Applicable TEFRA Exemption: TEFRA D
INFORMATION RELATING TO THE FUNDING AGREEMENT
41. Funding Agreement Provider: Hartford Life Insurance Company
42. Funding Agreement Number: FA-406804 (the “Relevant Funding Agreement”)
43. Deposit Amount: £249,337,500
44. Effective Date: December 15, 2006
45. Maturity Date: January 17,2012
46. Other Provisions Relating to the Relevant Funding Agreement:
None.
PART B – OTHER INFORMATION 1. LISTING
(i) Listing: The Irish Stock Exchange
(ii) Admission to trading: Application has been made for the Notes to be admitted to trading on the regulated market of the Irish Stock Exchange with the effect from December 15, 2006.
Ratings: The rating agencies have
advised the Trust as follows:
The rating of the Notes by Standard & Poor’s Rating Services, a division of The McGraw-Hill Companies, Inc. (“Standard &
Poor’s”) is based primarily upon the financial strength of
Hartford Life. The current financial strength of Hartford Life by Standard & Poor’s is AA-. The rating of the Notes will be monitored and is subject to reconsideration at Standard & Poor’s sole discretion. Standard & Poor’s will change its rating of the Notes in accordance with any change in the financial strength rating of Hartford Life or with any change in the priority status under the state jurisdiction governing group annuity contracts or funding agreements issued by Hartford Life.
The rating of the Notes by Moody’s is based primarily upon the insurance financial strength rating of Hartford Life. The current insurance financial strength rating of Hartford Life by Moody’s is Aa3. The rating of the Notes will be monitored and is subject to reconsideration at Moody’s sole discretion. Moody’s will change its rating of the Notes in accordance with any change in the financial strength rating of Hartford Life or with any change in the priority status under the state jurisdiction governing group annuity contracts or funding agreements issued by Hartford Life.
The rating of the Notes should be evaluated independently from similar ratings of other types of securities. Any rating is not a recommendation to purchase, sell or hold any particular security, including the Notes. Such ratings do not comment as to market price or suitability for a particular investor. In addition, there can be no assurance that a rating will be maintained for any given period of time or that a rating will not be lowered or withdrawn in its entirety.
The Notes have been rated: S&P:
Moody’s: Fitch:
AA- Aa3 AA The Program has been rated: Moody’s:
A.M. Best: Fitch:
Aa3 aa- AA
The financial strength rating of Hartford Life is:
3. INTERESTS OF NATURAL AND LEGAL PERSONS INVOLVED IN THE ISSUE
Except as discussed in the “Plan of Distribution” in the Offering Memorandum, so far as the Issuer is aware, no person involved in the offer of the Notes has an interest material to the issue and the offer of the Notes.
4. USE OF PROCEEDS
The proceeds from the sale of the Notes, net of underwriting discounts and commissions or similar applicable compensation, will be used by the Trust to purchase one or more Funding Agreement(s) from Hartford Life. No expenses will be paid from the proceeds of the issuance of the Notes. Hartford Life will pay certain fees, costs and expenses relating to the offering, sale, issuance and services of the Notes and certain costs, expenses and taxes incurred by the Trust.
5. FIXED RATE NOTES ONLY – YIELD
Indication of yield: 5.323%. The yield is calculated at the Issue Date on the basis of the Issue Price. The yield is calculated on a semi-annual basis. It is not an indication of future yield.
6. OPERATIONAL INFORMATION
CUSIP Number(s) 41659MAC3
ISIN Code(s): XS0278673750
Common Code(s): 027867375
Any clearing system(s) other than Euroclear Bank S.A./N.V. and Clearstream Banking Société Anonyme and the relevant identification number(s):
Not Applicable
Delivery: Delivery against payment Names and addresses of additional
Paying Agent(s) (if any): Not Applicable.
LISTING AND ADMISSION TO TRADING APPLICATION
