EXHIBIT 5.6
AMENDMENT NUMBER 1 TO INVESTMENT SUB-ADVISORY AGREEMENT
The Investment Sub-Advisory Agreement between Hartford Investment
Financial Services Company and Wellington Management Company, LLP
("Wellington Management") dated March 3, 1997 (the "Agreement") is hereby
amended to include The Hartford MidCap Fund (the "Fund") as an additional
Portfolio. All provisions in the Agreement shall apply to the Fund except
that the management fee shall be as follows:
A fee accrued daily and paid quarterly, based upon the following annual
rates and upon the calculated daily net asset value of the Fund:
NET ASSET VALUE ANNUAL RATE
First $50,000,000 0.40%
Next $100,000,000 0.30%
Next $350,000,000 0.25%
Next $500,000,000 0.20%
Amount Over $1 Billion 0.175%
Wellington Management shall waive 100% of its fees until the assets of
the Fund reach $100 million, and, thereafter, 50% of its fees until the
assets reach $500 million, and, thereafter, 25% of its fees until the assets
of the Fund reach $1 billion, exclusive of seed money.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be
executed on the ______________ day of ________________, 1997.
HARTFORD INVESTMENT
FINANCIAL SERVICES COMPANY
_____________________________
By:
Title:
WELLINGTON MANAGEMENT COMPANY, LLP
_____________________________
By:
Title:
