SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934

Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]

Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
[X] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12

Fortis Securities, Inc.
The Hartford Mutual Funds II, Inc.
(formerly Hartford-Fortis Series Fund, Inc.)
------------------------------------------------
(Name of Registrant as Specified In Its Charter)

------------------------------------------
(Name of Person(s) Filing Proxy Statement,
if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

[X] No fee required
[ ] Fee computed on table below per Exchange Act Rule 14a-
6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

-----------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:

-----------------------------------------------------------------------
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the
filing fee is calculated and state how it was determined):

-----------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:

-----------------------------------------------------------------------
(5) Total fee paid:

-----------------------------------------------------------------------
[ ] Fee paid previously with preliminary materials.

[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was
paid previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

THE HARTFORD MUTUAL FUNDS II, INC.

THE HARTFORD SMALLCAP GROWTH FUND
THE HARTFORD GROWTH OPPORTUNITIES FUND
THE HARTFORD VALUE OPPORTUNITIES FUND
THE HARTFORD GROWTH FUND
THE HARTFORD TAX-FREE MINNESOTA FUND
THE HARTFORD TAX-FREE NATIONAL FUND
THE HARTFORD U.S. GOVERNMENT SECURITIES FUND

FORTIS SECURITIES, INC.

P.O. BOX 64387
ST. PAUL, MINNESOTA 55164-0387

June 6, 2002

Dear Shareholder:

You are cordially invited to attend the Joint Special Meeting of
Shareholders (the "Meeting") of Fortis Securities, Inc. and of The Hartford
SmallCap Growth Fund, The Hartford Growth Opportunities Fund, The Hartford Value
Opportunities Fund, The Hartford Growth Fund, The Hartford Tax-Free Minnesota
Fund, The Hartford Tax-Free National Fund, and The Hartford U.S. Government
Securities Fund, each a series of The Hartford Mutual Funds II, Inc., to be held
on July 16, 2002, at 10:00 a.m. Eastern time at the offices of Hartford
Investment Financial Services, LLC at 200 Hopmeadow Street, Simsbury,
Connecticut 06089.

At the Meeting, shareholders of Fortis Securities, Inc. will be asked to
vote on the election of members of the Board of Directors. Shareholders of The
Hartford Mutual Funds II, Inc. will consider two matters: (1) the election of
members of the Board of Directors and (2) changes to, or the elimination of,
fundamental investment policies of the Funds. Your Board of Directors has
reviewed and approved each of the proposals applicable to your Fund and
recommends that you vote FOR each proposal. The "Important Information"
following this letter contains summary information which you might find helpful.

Although your Board of Directors would like very much to have each
shareholder attend the Meeting, they realize that this is not possible. Whether
or not you plan to be present at the Meeting, your vote is needed. THERE ARE
THREE WAYS TO GRANT YOUR PROXY:

BY TELEPHONE -- You can grant your proxy by telephone by calling the number
on the proxy card(s) and following the instructions on the proxy card(s);

OVER THE INTERNET -- You can grant your proxy over the Internet at the
Internet address shown on your proxy card(s);

BY MAIL -- You can grant your proxy by mail by completing, signing, dating,
and returning the enclosed proxy card(s). A postage-paid envelope is enclosed
for this purpose.

We look forward to seeing you at the Meeting or receiving your proxy so
your shares may be voted at the Meeting.

Sincerely yours,

/s/ David M. Znamierowski
David M. Znamierowski
President

WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE GRANT YOUR PROXY BY
TELEPHONE, OVER THE INTERNET, OR BY SIGNING, DATING AND RETURNING THE ENCLOSED
PROXY CARD(S) IN THE ENCLOSED ENVELOPE. IF YOU PROVIDE YOUR PROXY BY TELEPHONE
OR OVER THE INTERNET, DO NOT RETURN YOUR PROXY CARD(S).

IMPORTANT INFORMATION

We encourage you to read the enclosed proxy statement; we thought it would
be helpful, however, to provide brief answers to some questions.

Q. WHAT PROPOSALS ARE SHAREHOLDERS BEING ASKED TO CONSIDER AT THE UPCOMING
JOINT SPECIAL MEETING?

A. You are being asked to consider the election of directors of your Funds.
In addition, shareholders of The Hartford Mutual Funds II, Inc. are
being asked to consider changes to, or the elimination of, fundamental
investment policies of the Funds. "Fundamental" investment policies are
policies that cannot be changed or eliminated without shareholder
approval.

Q. WHO ARE BEING NOMINATED TO SERVE AS DIRECTORS?

A. There are nine nominees. Three of the nominees currently serve as
directors of your Fund. The other six nominees serve as directors for
other Hartford-affiliated mutual funds.

Q. WHY ARE WE PROPOSING TO CHANGE THE FUNDS' FUNDAMENTAL POLICIES?

A. As is described in more detail in the accompanying proxy statement, many
of the existing fundamental policies were adopted in response to
regulatory, business, or industry requirements or conditions that no
longer prevail. In addition, small variations in the wording of similar
restrictions among the whole family of Hartford funds makes the task of
ensuring compliance with them difficult and expensive. We are proposing
removing certain policies and bringing those that remain in line,
wherever possible, with other fundamental policies in place, or expected
to be put in place, for other Hartford funds.

Q. DO WE EXPECT THE FUNDS' INVESTMENT APPROACHES TO CHANGE AS A RESULT?

A. No. These changes are being proposed to help streamline the compliance
and regulatory processes, not in order to facilitate any expected change
in investment strategy or approach by the Funds.

Q. HAVE THE FUNDS' BOARDS OF DIRECTORS APPROVED THESE PROPOSALS?

A. Yes. Your Board of Directors has reviewed and approved each of the
proposals on which you are being asked to vote. Your Board recommends
that you vote in favor of each proposal.

Q. WHEN SHOULD I VOTE?

A. Please vote as soon as possible. Representatives of The Hartford
Financial Services Group, Inc. ("The Hartford") and D. F. King & Co.,
Inc. may be contacting you to urge you to vote on these important
matters.

Q. WHO IS PAYING THE COST OF THE SHAREHOLDER MEETING AND OF THIS PROXY
SOLICITATION?

A. The Hartford -- and not your Fund -- is paying all the costs.

THE HARTFORD MUTUAL FUNDS II, INC.

FORTIS SECURITIES, INC.

NOTICE OF JOINT SPECIAL MEETING OF SHAREHOLDERS

A Joint Special Meeting of Shareholders (the "Meeting") of Fortis
Securities, Inc. ("Fortis Securities") and The Hartford SmallCap Growth Fund,
The Hartford Growth Opportunities Fund, The Hartford Value Opportunities Fund,
The Hartford Growth Fund, The Hartford Tax-Free Minnesota Fund, The Hartford
Tax-Free National Fund, and The Hartford U.S. Government Securities Fund, each a
series of The Hartford Mutual Funds II, Inc. ("Hartford Mutual Funds II"), will
be held at the offices of Hartford Investment Financial Services, LLC at 200
Hopmeadow Street, Simsbury, Connecticut 06089, on July 16, 2002, at 10:00 a.m.,
Eastern time, for the following purposes:

I. TO ELECT A BOARD OF DIRECTORS. (TO BE CONSIDERED SEPARATELY BY THE
SHAREHOLDERS OF FORTIS SECURITIES AND HARTFORD MUTUAL FUNDS II.)

II. TO CONSIDER PROPOSALS TO REVISE OR ELIMINATE CERTAIN FUNDAMENTAL
INVESTMENT POLICIES OF THE SERIES OF HARTFORD MUTUAL FUNDS II. (TO
BE CONSIDERED SEPARATELY BY THE APPLICABLE SERIES, AS DESCRIBED IN
THE ENCLOSED PROXY STATEMENT.)

III. TO CONSIDER AND ACT UPON SUCH OTHER MATTERS AS MAY PROPERLY COME
BEFORE THE MEETING.

The Boards of Directors unanimously recommend approval of each item listed
in this Notice.

Shareholders of record as of the close of business on May 7, 2002 are
entitled to notice of and to vote at the Meeting.

June 6, 2002 By order of the Board of Directors,

MICHAEL J. RADMER

Secretary

YOUR VOTE IS IMPORTANT. WHETHER OR NOT YOU PLAN TO ATTEND THE MEETING, PLEASE
GRANT YOUR PROXY BY TELEPHONE, OVER THE INTERNET, OR BY SIGNING, DATING, AND
RETURNING THE ENCLOSED PROXY CARD(S) IN THE ENCLOSED ENVELOPE SO THAT YOU WILL
BE REPRESENTED AT THE MEETING.

THE HARTFORD MUTUAL FUNDS II, INC.

FORTIS SECURITIES, INC.

P.O. BOX 64387
ST. PAUL, MINNESOTA 55164-0387

PROXY STATEMENT

The enclosed proxy is solicited on behalf of the Boards of Directors of
Fortis Securities Inc. ("Fortis Securities") and of The Hartford Mutual Funds
II, Inc. ("Hartford Mutual Funds II") (together the "Companies" and each a
"Company") for use at the Joint Special Meeting of Shareholders (the "Meeting")
of Fortis Securities and The Hartford SmallCap Growth Fund, The Hartford Growth
Opportunities Fund, The Hartford Value Opportunities Fund, The Hartford Growth
Fund, The Hartford Tax-Free Minnesota Fund, The Hartford Tax-Free National Fund,
and The Hartford U.S. Government Securities Fund, each a series of Hartford
Mutual Funds II (each such series and Fortis Securities referred to herein as a
"Fund," and collectively, the "Funds"), to be held on July 16, 2002, at 10:00
a.m. Eastern time, at the offices of Hartford Investment Financial Services, LLC
("HIFSCO") at 200 Hopmeadow Street, Simsbury, Connecticut 06089 and at any
adjournment thereof. The Meeting will be held for the purposes set forth in the
accompanying Notice of Joint Special Meeting of Shareholders (the "Notice").
Shareholders of record as of the close of business on May 7, 2002 (the "Record
Date") are entitled to notice of and to vote at the Meeting or at any adjourned
session. The Notice, this Proxy Statement, and the enclosed forms of proxy are
first being mailed or otherwise made available to shareholders on or about June
6, 2002.

If you own shares of more than one Fund, you should grant your proxy by
telephone, over the Internet, or by signing, dating, and returning a proxy card
for each Fund of which you are a shareholder; for example, if you own shares of
The Hartford SmallCap Growth Fund and The Hartford Growth Opportunities Fund,
you should provide your proxy for each of those Funds. A DIFFERENT PROXY CARD IS
ENCLOSED FOR EACH FUND IN WHICH YOU ARE A SHAREHOLDER. IF YOU GRANT YOUR PROXY
BY MAIL, YOU SHOULD SIGN AND RETURN EACH OF THE CARDS.

Shares represented by duly executed proxies will be voted in accordance
with the specification made. None of the matters to be presented at the Meeting
will entitle any shareholder to cumulative voting or appraisal rights. If no
specification is made, shares will be voted in accordance with the
recommendations of the Board of Directors. You may revoke or change a proxy at
any time before it is exercised, by sending or delivering a written revocation
to the Secretary of the Company in question (which will be effective when it is
received by the Secretary), by properly executing a later-dated proxy (which
will be effective upon receipt by the Secretary), by attending the Meeting,
requesting return of your proxy, and voting in person, or by granting a new
proxy by telephone or over the Internet. If you grant a proxy over the telephone
or the Internet, your most current telephone or Internet proxy is the one that
will be counted at the Meeting.

As of the Record Date, there were outstanding 12,853,058 shares of Fortis
Securities, 8,818,195 shares of The Hartford SmallCap Growth Fund, 36,446,336
shares of The Hartford Growth Opportunities Fund, 4,370,949 shares of The
Hartford Value Opportunities Fund, 31,108,379 shares of The Hartford Growth
Fund, 3,526,672 shares of The Hartford Tax-Free Minnesota Fund, 5,070,359 shares
of The Hartford Tax-Free National Fund, and 24,249,208 shares of The Hartford
U.S. Government Securities Fund. Each share is entitled to one vote, with
fractional shares voting proportionally.

HIFSCO is the investment manager of each Fund, as well as the underwriter
and the administrator for each Fund. The address of HIFSCO is 200 Hopmeadow
Street, Simsbury, Connecticut 06089. Wellington Management Company LLP
("Wellington Management") is a sub-adviser to The Hartford SmallCap Growth Fund,
The Hartford Growth Opportunities Fund, The Hartford Value Opportunities Fund,
and The Hartford Growth Fund. Wellington Management's address is 75 State
Street, Boston, Massachusetts 02109. Hartford Investment Management Company
("HIMCO") is a sub-adviser to Fortis Securities, The Hartford Tax-Free Minnesota
Fund, The Hartford Tax-Free National Fund, and The Hartford U.S. Government
Securities Fund. HIMCO's address is 55 Farmington Avenue, Hartford, Connecticut
06105.

COPIES OF THE MOST RECENT ANNUAL AND SEMIANNUAL REPORTS ISSUED BY THE
COMPANIES INCLUDING INFORMATION ABOUT EACH FUND MAY BE OBTAINED WITHOUT CHARGE.
FOR COPIES, PLEASE CALL THE COMPANY IN QUESTION AT 888-843-7824 OR WRITE THE
COMPANY AT P.O. BOX 64387, ST. PAUL, MINNESOTA 55164-0387.

SUMMARY OF PROPOSALS AND FUNDS AFFECTED

The following table identifies the various proposals set forth in this
Proxy Statement and indicates which Funds are affected thereby. An "X" denotes
that a Fund is affected by the proposal and that the Fund's shareholders are
solicited with respect to that proposal.
<Table>
<Caption>
HARTFORD HARTFORD HARTFORD HARTFORD HARTFORD
SMALLCAP GROWTH VALUE HARTFORD TAX-FREE TAX-FREE
FORTIS GROWTH OPPORTUNITIES OPPORTUNITIES GROWTH MINNESOTA NATIONAL
PROPOSAL SECURITIES FUND FUND FUND FUND FUND FUND
- -------- ---------- -------- ------------- ------------- -------- --------- --------

I. Election of Directors X X X X X X X
II.A. Proposal to revise X X X X X X
fundamental policy
regarding investment
concentrations within a
particular industry.

II.B. Proposal to revise X X X X X X
fundamental policy
regarding investments
in real estate or
interests therein.

II.C. Proposal to revise X X X X X X
fundamental policy
regarding purchases and
sales of commodities
and commodities
contracts.

II.D. Proposal to revise X X X X X X
fundamental policy
regarding the making of
loans to other persons.

II.E. Proposal to eliminate X
fundamental policy
regarding the mortgage
of assets.

II.F. Proposal to eliminate X
fundamental policy
regarding participation
in securities trading
accounts.

II.G. Proposal to eliminate X
fundamental policy
regarding certain
purchases from and
sales to officers,
directors and
employees.

II.H. Proposal to eliminate X
fundamental policy
regarding short sales.

II.I. Proposal to revise X X X X X X
fundamental policies
regarding the borrowing
of money, issuing of
senior securities and
purchasing securities
on margin.

<Caption>
HARTFORD U.S.
GOVERNMENT
SECURITIES
PROPOSAL FUND
- -------- -------------

I. Election of Directors X
II.A. Proposal to revise X
fundamental policy
regarding investment
concentrations within a
particular industry.

II.B. Proposal to revise X
fundamental policy
regarding investments
in real estate or
interests therein.

II.C. Proposal to revise X
fundamental policy
regarding purchases and
sales of commodities
and commodities
contracts.

II.D. Proposal to revise X
fundamental policy
regarding the making of
loans to other persons.

II.E. Proposal to eliminate X
fundamental policy
regarding the mortgage
of assets.

II.F. Proposal to eliminate X
fundamental policy
regarding participation
in securities trading
accounts.

II.G. Proposal to eliminate X
fundamental policy
regarding certain
purchases from and
sales to officers,
directors and
employees.

II.H. Proposal to eliminate X
fundamental policy
regarding short sales.

II.I. Proposal to revise X
fundamental policies
regarding the borrowing
of money, issuing of
senior securities and
purchasing securities
on margin.
</Table>

<Table>
<Caption>
HARTFORD HARTFORD HARTFORD HARTFORD HARTFORD
SMALLCAP GROWTH VALUE HARTFORD TAX-FREE TAX-FREE
FORTIS GROWTH OPPORTUNITIES OPPORTUNITIES GROWTH MINNESOTA NATIONAL
PROPOSAL SECURITIES FUND FUND FUND FUND FUND FUND
- -------- ---------- -------- ------------- ------------- -------- --------- --------

II.J. Proposal to eliminate
fundamental policy
regarding the purchase
of securities of
issuers where officers
or directors own
certain beneficial
amounts.

II.K. Proposal to eliminate
fundamental policy
regarding investments
in puts and calls.

II.L. Proposal to eliminate
fundamental policy
regarding investments
in repurchase
agreements.

II.M. Proposal to eliminate X X
fundamental policy
regarding investment
grade municipal
securities.

<Caption>
HARTFORD U.S.
GOVERNMENT
SECURITIES
PROPOSAL FUND
- -------- -------------

II.J. Proposal to eliminate X
fundamental policy
regarding the purchase
of securities of
issuers where officers
or directors own
certain beneficial
amounts.

II.K. Proposal to eliminate X
fundamental policy
regarding investments
in puts and calls.

II.L. Proposal to eliminate X
fundamental policy
regarding investments
in repurchase
agreements.

II.M. Proposal to eliminate
fundamental policy
regarding investment
grade municipal
securities.
</Table>

PROPOSAL I: ELECTION OF BOARD OF DIRECTORS

The Board of Directors of each Company has fixed the number of Directors at
nine and is recommending that shareholders approve the election of nine nominees
for Director. Of these, three currently serve as Directors: David M.
Znamierowski, Phillip O. Peterson, and Robert M. Gavin. Each of the other six
nominees is currently a Director of other Hartford-affiliated mutual funds. They
are Winifred Ellen Coleman, Duane E. Hill, William Atchison O'Neill, Millard
Handley Pryor, Jr., John Kelley Springer, and Lowndes Andrew Smith. Each nominee
for election has consented to serve as Director if elected.

The Nominating Committee of the Boards of Directors reviewed and approved
the nomination of each nominee. Each Board of Directors, in turn, has approved
the nominations and is recommending that shareholders vote in favor of each
nominee.

Biographical data for each of the nominees is set forth below, together
with information concerning the current officers of each Company. If elected,
each Director will serve until his or her death or resignation or until the next
annual meeting, if any, is held and his or her successor is elected and
qualifies. The mailing address of each nominee is: c/o Assistant Secretary, The
Hartford Mutual Funds II, Inc., 55 Farmington Avenue, Hartford, CT 06105.

NOMINEES FOR ELECTION AS NON-INTERESTED DIRECTORS

<Table>
<Caption>
NUMBER OF
PORTFOLIOS IN
FUND OTHER
POSITION HELD TERM OF OFFICE* COMPLEX DIRECTORSHIPS
WITH THE AND LENGTH OF PRINCIPAL OCCUPATION(S) OVERSEEN BY HELD BY
NAME AND AGE COMPANY TIME SERVED DURING LAST 5 YEARS DIRECTOR DIRECTOR
- ------------ ------------- --------------- ----------------------- ------------- -------------

PHILLIP O. Director Since 2000 Mr. Peterson is a mutual 24 N/A
PETERSON............ fund industry consultant.
(age 57) He was a Partner of KPMG
LLP through June 1999.

DR. ROBERT M. Director Since 1988 Mr. Gavin is an 24 Systems &
GAVIN............... educational consultant. Computer
(age 61) Prior to September 1, Technology
2001, he was President of Corporation
Cranbrook Education
Community and prior to
July 1996 he was President
of Macalester College, St.
Paul, MN.

WINIFRED ELLEN N/A New Nominee Ms. Coleman has served as 48 N/A
COLEMAN............. President of Saint Joseph
(age 69) College since 1991 and
President of Cashel House,
Ltd. (retail) since 1985.
</Table>

DUANE E. HILL........ N/A New Nominee Mr. Hill is Partner 48 N/A
(age 56) Emeritus and a founding
partner of TSG Capital
Group, a private equity
investment firm that
serves as sponsor and lead
investor in leveraged
buyouts of middle market
companies. Mr. Hill is
also a Partner of TSG
Ventures L.P., a private
equity investment company
that invests primarily in
minority-owned small
businesses. Mr. Hill
currently serves as
Chairman of the City of
Stamford, CT Planning
Board and a director of
the Stamford Cultural
Development Corporation.

WILLIAM ATCHISON N/A New Nominee The Honorable William A. 48 N/A
O'NEILL............. O'Neill served as Governor
(age 71) of the State of
Connecticut from 1980
until 1991. He is
presently retired.

MILLARD HANDLEY N/A New Nominee Mr. Pryor has served as 48 Mr. Pryor is
PRYOR, JR........... Managing Director of Pryor a Director of
(age 68) & Clark Company (real Infodata
estate investment), Systems, Inc.
Hartford, Connecticut, (software
since June, 1992. company) and
CompuDyne
Corporation
(security
products and
services).

JOHN KELLEY N/A New Nominee Mr. Springer served as 48 N/A
SPRINGER............ Chairman of Medspan, Inc.
(age 70) (health maintenance
organization) until March
2002.
</Table>

NOMINEES FOR ELECTION AS INTERESTED DIRECTORS

DAVID M. President Since 2001 Mr. Znamierowski 71 N/A
ZNAMIEROWSKI**.... and Director currently serves as
(age 41) President of HIMCO and
Senior Vice President,
Chief Investment
Officer, and Director of
Investment Strategy for
Hartford Life, Inc.
("Hartford Life") Mr.
Znamierowski is also a
Managing Member and
Senior Vice President of
HIFSCO and HL Investment
Advisors, LLC ("HL
Advisors"). In addition,
Mr. Znamierowski is the
Group Senior Vice
President and Chief
Investment Officer for
the Hartford Financial
Services Group, Inc.
("The Hartford").

LOWNDES ANDREW N/A New Nominee Mr. Smith served as Vice 48 N/A
SMITH***.......... Chairman of The Hartford
(age 62) from February 1997 to
January 2002, as
President and Chief
Executive Officer of
Hartford Life from
February 1997 to January
2002, and as President
and Chief Operating
Officer of The Hartford
Life Insurance Company
from January 1989 to
January 2002.
</Table>

- ---------------

* Each Director serves until his or her death, resignation, or retirement or
until the next annual meeting of stockholders, if any, is held and his or
her successor is elected and qualifies. Mr. O'Neill is expected to retire
from the Boards of Directors in August 2002.

** Mr. Znamierowski is an interested Director due to the positions he holds
with HIMCO and its affiliates, and because of his holdings of The Hartford's
stock.

*** Mr. Smith would be an interested Director due to the positions he held with
The Hartford until January 2002, and because of his holdings of The
Hartford's stock.

OFFICERS

<Table>
<Caption>
POSITION HELD TERM OF OFFICE*
WITH THE AND LENGTH OF PRINCIPAL OCCUPATION(S)
NAME, AGE, AND ADDRESS COMPANY TIME SERVED DURING LAST 5 YEARS
- ---------------------- -------------- --------------- -----------------------

DAVID M. ZNAMIEROWSKI... President and Since 2001 See biographical information under
(age 41) Director "Nominees for Election as Interested
55 Farmington Avenue Directors" above.
Hartford, CT 06105

ROBERT W. BELTZ, JR..... Vice President Since 1993 Mr. Beltz currently serves as Vice
(age 52) President, Securities Operations of
500 Bielenberg Drive Hartford Administrative Services
Woodbury, MN 55125 Company ("HASCO"). He also has served
as Assistant Vice President of the
Hartford Life Insurance Company since
December 2001.

KEVIN J. CARR........... Vice President Since 2001 Mr. Carr has served as Assistant
(age 47) and Assistant General Counsel since 1999, Counsel
55 Farmington Avenue Secretary since November 1996, and Associate
Hartford, CT 06105 Counsel since November 1995, of The
Hartford.

TAMARA L. FAGELY........ Vice President Since 1993 Ms. Fagely has been Vice President of
(age 43) and Treasurer HASCO since 1998. Prior to 1998, she
500 Bielenberg Drive was Second Vice President of HASCO.
Woodbury, MN 55125 She also has served as Assistant Vice
President of Hartford Life Insurance
Company since December 2001.

GEORGE RICHARD JAY...... Vice President Since 2001 Mr. Jay has served as Secretary and
(age 50) and Assistant Director, Life and Equity Accounting
P.O. Box 2999 Treasurer and Financial Control, of Hartford
Hartford, CT 06104-2999 Life Insurance Company since 1987.

STEPHEN T. JOYCE........ Vice President Since 2001 Mr. Joyce currently serves as Senior
(age 42) Vice President and director of
P. O. Box 2999 investment products management for
Hartford, CT 06104-2999 Hartford Life Insurance Company.
Previously he served as Vice
President (1997-1999) and Assistant
Vice President (1994-1997) of
Hartford Life Insurance Company.

DAVID N. LEVENSON....... Vice President Since 2001 Mr. Levenson serves as Senior Vice
(age 35) President of Hartford Life Insurance
P.O. Box 2999 Company and is responsible for the
Hartford, CT 06104-2999 company's mutual funds line of
business and its corporate retirement
plans line of business. Mr. Levenson
joined The Hartford in 1995. Mr.
Levenson is also a senior vice
president of HIFSCO.
</Table>

THOMAS MICHAEL MARRA.... Vice President Since 2001 Mr. Marra is President and Chief
(age 43) Operating Officer of Hartford Life.
P.O. Box 2999 He is also a member of the Board of
Hartford, CT 06104-2999 Directors and a member of the Office
of the Chairman for The Hartford, the
parent company of Hartford Life.
Named President of Hartford Life in
2001 and COO in 2000, Mr. Marra
served as Executive Vice President
and Director of Hartford Life's
Investment Products Division from
1998 to 2000. He was head of the
company's Individual Life and
Annuities Division from 1994 to 1998
after being promoted to Senior Vice
President in 1994 and to Executive
Vice President in 1996. From 1990 to
1994, Mr. Marra was Vice President
and Director of Individual Annuities.
Mr. Marra is also a Managing Member
and Executive Vice President of
HIFSCO and HL Advisors.

SCOTT R. PLUMMER........ Vice President Since 1996 Mr. Plummer has served as Assistant
(age 42) and Assistant General Counsel for Hartford Life
500 Bielenberg Drive Secretary Insurance Company since April 2001
Woodbury, MN 55125 and has served as Assistant Vice
President of Hartford Life Insurance
Company since December 2001. He also
serves as Vice President, Associate
General Counsel, and Assistant
Secretary of HASCO.

JOHN C. WALTERS......... Vice President Since 2001 Mr. Walters serves as Executive Vice
(age 39) President and Director of the
P.O. Box 2999 Investment Products Division of
Hartford, CT 06104-2999 Hartford Life Insurance Company.
Previously Mr. Walters was with First
Union Securities and its predecessor
from 1984 to 2000. Mr. Walters is
also a Managing Member and Executive
Vice President of HIFSCO and HL
Advisors.

MICHAEL J. RADMER....... Secretary Since 1978 Mr. Radmer is a Partner at Dorsey &
(age 57) Whitney LLP, the Companies' General
Suite 1500 Counsel.
50 South 6th Street
Minneapolis, MN 55402
</Table>

- ---------------

* Each officer serves at the pleasure of the Board of Directors.

CERTAIN INFORMATION REGARDING DIRECTORS AND OFFICERS. All current
Directors and officers of each Company are also directors and officers of
Hartford HLS Series Fund II, Inc., an open-end registered investment company.
Mr. Znamierowski, as a director and officer, and Messrs. Carr, Jay, Joyce,
Levenson, Marra, and Walters, as officers, serve in these same or similar
capacities with 13 other registered investment companies within the Hartford
Fund Family, which is comprised of those investment companies for which HIFSCO
or HL Advisors serves as investment adviser.

The Charter of Hartford Mutual Funds II does not provide for the annual
election of directors unless specifically required by the Investment Company Act
of 1940, as amended (the "1940 Act"), or Maryland law. However, in accordance
with the 1940 Act, (i) the Company will hold a shareholders' meeting for the
election of Directors at such time as less than a majority of the Directors
holding office has been elected by the shareholders and (ii) a vacancy among the
Directors may be filled by the remaining Directors only if, immediately after
such vacancy is filled, at least two-thirds of the Directors holding office
shall have been elected by the shareholders. As a New York Stock Exchange listed
company, Fortis Securities holds annual shareholders' meetings for the purpose
of electing a board of directors.

The full Board of Directors met twenty times (including two meetings of
just the non-interested Directors) during the most recent full fiscal year of
The Hartford U.S. Government Securities Fund and Fortis Securities (the fiscal
year ended July 31, 2001), twenty-two times (including three meetings of just
the non-interested Directors) during the most recent full fiscal year of The
Hartford SmallCap Growth Fund, The Hartford Growth Opportunities Fund, The
Hartford Value Opportunities Fund and The Hartford Growth Fund (the fiscal year
ended August 31, 2001), and twenty times (including three meetings of just the
non-interested Directors) during the most recent full fiscal year of The
Hartford Tax-Free Minnesota Fund and The Hartford Tax-Free National Fund (the
fiscal year ended September 30, 2001). During each such fiscal year, each
incumbent Director attended at least 75% of the aggregate of the number of
meetings of the Board of Directors and the number of meetings held by all
committees of which he was a member that were held while he was serving on the
Board of Directors or on such committee. The Board of Directors held an
unusually large number of meetings during the Funds' most recent fiscal years
because of the acquisition by The Hartford Life and Accident Insurance Company
of Fortis Advisers, Inc. and the resulting integration of the Fortis Funds into
the Hartford Fund Family. The Board of Directors holds four regularly scheduled
meetings each year.

STANDING COMMITTEES. The Board of Directors of each Company has
established an Executive Committee, an Audit Committee, a Nominating Committee,
an Investment Review Committee, and a Dividend Declaration Committee. Each
Executive Committee currently consists of Dr. Robert M. Gavin, Messrs. David M.
Znamierowski, Allen R. Freedman, and Robb L. Prince, and Mss. Jean L. King and
Noel F. Schenker. The Executive Committee met two times during the most recent
full fiscal year of each of the Funds. The functions of the Executive Committee
are to, when necessary, act on behalf of the full Board of Directors between
Board meetings; to review and evaluate matters relating to Board governance and
Board operations, recommending changes when determined to be necessary; on an
annual basis, to review

contract renewal information provided by fund management, request additional
information when needed, and make a recommendation to the full Board on contract
renewal; and, for the non-interested directors who are members of the Executive
Committee, to serve as members of the Company's Nominating Committee, as further
described below.

Each Audit Committee currently consists of Messrs. Phillip O. Peterson and
Allen R. Freedman and Dr. Lemma W. Senbet. Mr. Peterson and Dr. Senbet have been
determined by the Boards of Directors to be "independent" within the meaning of
the rules of the New York Stock Exchange (the "Exchange"). Mr. Freedman
technically did not meet the "independence" requirements of the Exchange at the
time of his appointment in December 2001 because, prior to July 2000, he had
been the Chairman and Chief Executive Officer of Fortis, Inc. (previously the
parent company of the Funds' investment adviser). Exchange rules provide that a
director who is an employee of a company or any of its affiliates may not serve
on the audit committee until three years following the termination of his or her
employment or, if the employment relationship is with a former parent or
predecessor of the company, until after three years following the termination of
the relationship between the company and the former parent or predecessor.
Nevertheless, Exchange rules also contain an "override" provision which allows a
company's board of directors to appoint one director to the audit committee who
is no longer an employee of the company or its affiliates but is not considered
independent due to the three-year restriction period if the board of directors
determines in its business judgment that membership on the committee by such
individual is required by the best interests of the corporation and its
shareholders. The Funds' Board of Directors made such a finding at a meeting
held December 13, 2001. The functions performed by the Audit Committee are to
recommend annually to the Board a firm of independent certified public
accountants to audit the books and records of the Company for the ensuing year;
to monitor that firm's performance; to review with the firm the scope and
results of each audit and determine the need, if any, to extend audit
procedures; to confer with the firm and representatives of the Company on
matters concerning the Company's financial statements and reports, including the
appropriateness of its accounting practices and of its financial controls and
procedures; to evaluate the independence of the firm; to review procedures to
safeguard portfolio securities; to review the purchase by the Company from the
firm of nonaudit services; to review all fees paid to the firm; and to
facilitate communications between the firm and the Company's officers and
Directors. The Audit Committee met two times during the most recent full fiscal
year of The Hartford U.S. Government Securities Fund and Fortis Securities, two
times during the most recent full fiscal year of The Hartford SmallCap Growth
Fund, The Hartford Growth Opportunities Fund, The Hartford Value Opportunities
Fund and The Hartford Growth Fund, and

three times during the most recent full fiscal year of The Hartford Tax-Free
Minnesota Fund and The Hartford Tax-Free National Fund.

The non-interested Directors who are members of the Executive Committee
(i.e., Messrs. Freedman and Prince, Dr. Gavin, and Mss. King and Schenker)
comprise the Nominating Committee of the Boards of Directors. The function of
the Nominating Committee is to screen and select candidates to the Board of
Directors. Any recommendations for nominees should be directed to the Secretary
of Hartford Mutual Funds II or the Secretary of Fortis Securities, as the case
may be, who will forward them to the Nominating Committee. A Nominating
Committee will consider nominees recommended by shareholders if the Committee is
considering other nominees at the time of the recommendation and if the nominee
meets the Committee's criteria. The Nominating Committee met one time during the
most recent full fiscal year of each of the Funds.

The Board of Directors has also established an Investment Review Committee
and a Dividend Declaration Committee. The members of the Investment Review
Committee are Messrs. Freedman and Santow and Dr. Senbet, and the sole member of
the Dividend Declaration Committee is Mr. Znamierowski. The Investment Review
Committee met two times during the most recent full fiscal year of The Hartford
U.S. Government Securities Fund and Fortis Securities, two times during the most
recent full fiscal year of The Hartford SmallCap Growth Fund, The Hartford
Growth Opportunities Fund, The Hartford Value Opportunities Fund and The
Hartford Growth Fund, and three times during the most recent full fiscal year of
The Hartford Tax-Free Minnesota Fund and The Hartford Tax-Free National Fund.
The Dividend Declaration Committee acted by written action and did not meet.

If the nominees to the Boards of Directors are elected, the composition of
the Companies' standing committees of the Boards will change.

INDEPENDENT ACCOUNTANTS. KPMG LLP has been selected as independent
accountants for the Funds' current fiscal years. It is not expected that
representatives of KPMG LLP will be present at the Meeting. The Board of
Directors anticipates that, following the election of the nominees for Director,
Ernst & Young LLP will be selected to replace KPMG LLP as independent
accountants for the current fiscal year of each of the Funds comprising Hartford
Mutual Funds II. Ernst & Young LLP was recently selected to act as independent
accountants for 13 other registered investment companies within the Hartford
Fund Family. KPMG LLP will remain the independent accountants for Fortis
Securities through the fiscal year ending July 31, 2002.

Fund-Related Fees

Audit Fees. During the following periods, the approximate aggregate fee
paid to KPMG LLP for professional services rendered for the audit of the annual
financial statements for each Fund was as follows:

TABLE 3

<Table>
<Caption>
FISCAL YEAR ENDED
8/31/2001
-----------------

SmallCap Growth Fund................................ $19,000
Growth Opportunities Fund........................... $29,000
Value Opportunities Fund............................ $15,000
Growth Fund......................................... $23,000
</Table>

<Table>
<Caption>
FISCAL YEAR ENDED
9/30/2001
-----------------

Tax-Free Minnesota Fund............................. $12,000
Tax-Free National Fund.............................. $12,000
</Table>

<Table>
<Caption>
FISCAL YEAR ENDED
7/31/2001
-----------------

U.S. Government Securities Fund..................... $19,000
Fortis Securities................................... $18,000
</Table>

All Other Fees. For the Funds' most recently completed fiscal years, each
Fund paid KPMG LLP approximately $3,675 for services relating to annual tax
preparation.

Non-Fund Related Fees

Financial Information Systems Design and Implementation Fees. No fees were
paid by the Funds to KPMG LLP for the most recently completed fiscal year.

All Other Fees. No additional fees were paid by the Funds to KPMG LLP for
the most recently completed fiscal year.

HOLDINGS AND REMUNERATION OF DIRECTORS. The following table discloses the
dollar range of equity securities beneficially owned by each Director (i) in
each Fund and (ii) on an aggregate basis in any registered investment companies
overseen by the Director within the Hartford Fund Family.

TABLE 4

<Table>
<Caption>
AGGREGATE DOLLAR RANGE OF
EQUITY SECURITIES IN ALL
REGISTERED INVESTMENT
DOLLAR RANGE OF COMPANIES OVERSEEN BY
EQUITY SECURITIES DIRECTOR IN THE
NAME OF DIRECTOR IN THE FUNDS* HARTFORD FUND FAMILY*
- ---------------- ----------------- -------------------------

David M. Znamierowski.......... None $10,001-$50,000
Lowndes Andrew Smith........... None Over $100,000
Phillip O. Peterson............ None None
Robert M. Gavin................ None $10,001-$50,000
Winifred Ellen Coleman......... None Over $100,000
Duane E. Hill.................. None None
William Atchison O'Neill....... None $10,001-$50,000
Millard Handley Pryor, Jr. .... None $50,001-$100,000
John Kelley Springer........... None Over $100,000
</Table>

- ---------------

* The valuation date for purposes of this Table 4 is May 7, 2002.

The Companies do not pay salaries or compensation to any of their officers
or Directors who are employed by The Hartford. The chart below sets forth the
compensation paid by the Funds during their last full fiscal years and by the
Hartford Fund Family for the year ended December 31, 2001 to the non-interested
Directors who are nominees for reelection.

TABLE 5

<Table>
<Caption>
TOTAL
PENSION COMPENSATION
RETIREMENT ESTIMATED PAID TO DIRECTORS
BENEFITS ACCRUED ANNUAL BENEFITS BY ALL FUNDS IN
NAME OF PERSON, AGGREGATE COMPENSATION AS PART OF UPON THE HARTFORD FUND
POSITION FROM THE FUNDS** FUND EXPENSES RETIREMENT FAMILY*
- --------------- ------------------------------------------ ---------------- ---------------- -----------------

Dr. Robert M. Gavin,
Director............ SmallCap Growth Fund............. $1,421 $0 $0 $46,050
Growth Opportunities Fund........ $6,520
Value Opportunities Fund......... $ 397
Growth Fund...................... $3,852
Tax-Free Minnesota Fund.......... $ 321
Tax-Free National Fund........... $ 482
U.S. Government Securities $2,184
Fund.............................
Fortis Securities................ $3,175
</Table>

Phillip O. Peterson,
Director............ SmallCap Growth Fund............. $1,355 $0 $0 $44,700
Growth Opportunities Fund........ $6,218
Value Opportunities Fund......... $ 378
Growth Fund...................... $3,673
Tax-Free Minnesota Fund.......... $ 306
Tax-Free National Fund........... $ 460
U.S. Government Securities $2,083
Fund.............................
Fortis Securities................ $3,125
</Table>

- ---------------

* As of December 31, 2001, three registered investment companies in the
Hartford Fund Family paid compensation to the Directors.

** The most recent fiscal year ended on (i) August 31, 2001 for SmallCap Growth
Fund, Growth Opportunities Fund, Value Opportunities Fund, and Growth Fund;
(ii) September 30, 2001 for Tax-Free Minnesota Fund and Tax-Free National
Fund; and (iii) July 31, 2001 for U.S. Government Securities Fund and Fortis
Securities.

The sales load for Class A shares of the Hartford Mutual Funds II is waived
for present and former officers, Directors, and employees of the Company. This
waiver is designed to provide an incentive for individuals that are involved and
affiliated with the Funds and their operations to invest in the Funds.

Each Company's Charter provides that the Company, to the fullest extent
permitted or required by Maryland or Minnesota law, as the case may be, and the
federal securities laws, shall indemnify the Directors and officers of the
Company. Neither Company's Charter, however, protects any Director or officer
against any liability to which he or she would otherwise be subject by reason of
or for willful misfeasance, bad faith, gross negligence, or reckless disregard
or such person's duties.

During the following periods, each Fund paid legal fees and expenses as set
forth below to a law firm of which the Company's Secretary is a partner:

TABLE 6

<Table>
<Caption>
FISCAL YEAR ENDED
8/31/2001
-----------------

SmallCap Growth Fund................................ $ 6,600
Growth Opportunities Fund........................... $33,279
Value Opportunities Fund............................ $ 750
Growth Fund......................................... $15,000
</Table>

<Table>
<Caption>
FISCAL YEAR ENDED
9/30/2001
-----------------

Tax-Free Minnesota Fund............................. $ 725
Tax-Free National Fund.............................. $ 1,050
</Table>

<Table>
<Caption>
FISCAL YEAR ENDED
7/31/2001
-----------------

U.S. Government Securities Fund..................... $ 4,500
Fortis Securities................................... $ 2,259
</Table>

To the knowledge of each Company, as of May 7, 2002, the officers and
Directors of the Company as a group beneficially owned less than 1% of the
outstanding shares of each Fund.

RECOMMENDED SHAREHOLDER ACTION AND REQUIRED VOTE. The Directors recommend
that the shareholders vote for each nominee. Shareholders of each Company shall
vote separately by Company for the election of Directors. For each Company, a
majority of the votes properly cast in person or by proxy at the Meeting is
required for the election of Directors. Shareholders have no cumulative voting
rights. Abstentions or a vote withholding authority will be counted as present
at the Meeting and will have the same effect as a vote against the election of
Directors. Broker non-votes will not be counted in calculating the vote and will
have no effect on the election of Directors.

PROPOSAL II:
ELIMINATION OF OR REVISIONS TO FUNDAMENTAL INVESTMENT POLICIES
(HARTFORD MUTUAL FUNDS II ONLY)

As described in the following proposals, HIFSCO has recommended to the
Board of Directors of Hartford Mutual Funds II, and the Board of Directors is
recommending to shareholders, that fundamental investment policies of the Funds
comprising Hartford Mutual Funds II be eliminated or revised. (For purposes of
this section of the Proxy Statement, including Appendix A, the term "Fund" or
"Funds" refers only to the Funds comprising Hartford Mutual Funds II.) The
purpose of the proposals is in most cases to modernize the fundamental policies
that are required under applicable law and to bring them in line with other
fundamental policies in place, or expected to be put in place, for other
Hartford mutual funds. No change in the Funds' investment strategies or
approaches is expected as a result of the proposed changes to the Funds'
fundamental investment policies. The Board of Directors is recommending that
shareholders approve each of the proposals.

BACKGROUND

Each of the Funds has adopted certain "fundamental" investment policies.
Fundamental investment policies or restrictions can be changed only by
shareholder vote. Some of the Funds' fundamental investment policies were
adopted in order to comply with the requirements of the 1940 Act. Others were
adopted in the past in response to regulatory, business, or industry
requirements or conditions that in many cases no longer prevail. The specific
proposals, and HIFSCO's reasons for recommending them, are described below. Many
of the proposed new or revised fundamental policies are the same as those that
currently apply to, or are expected to be adopted by, The Hartford Fund Family.

The effect of implementing these proposals should be to reduce the
compliance burdens of monitoring, and ensuring compliance with, varying sets of
fundamental policies -- some differing from each other by only a few
words -- across the Hartford Fund Family.

If shareholders of a Fund do not approve a proposal, the fundamental
investment policy in question will remain in effect for that Fund, and the Board
of Directors will determine any further appropriate steps to be taken.

PROPOSALS

Note: Appendix A to this Proxy Statement sets out the specific fundamental
investment policies proposed to be eliminated or revised, and the text of any

proposed revision. The descriptions of the proposed eliminations and/or
revisions set out below are qualified in their entirety by reference to Appendix
A.

A. REVISION TO THE FUNDAMENTAL POLICY REGARDING INVESTMENT CONCENTRATIONS
WITHIN A PARTICULAR INDUSTRY.

(The Hartford SmallCap Growth Fund, The Hartford Growth Opportunities Fund,
The Hartford Value Opportunities Fund, The Hartford Growth Fund, The
Hartford Tax-Free Minnesota Fund, The Hartford Tax-Free National Fund, and
The Hartford U.S. Government Securities Fund)

Each Fund is subject to a fundamental policy providing that the Fund will
not concentrate its investments in a particular industry. The fundamental policy
for the Growth Opportunities Fund, the SmallCap Growth Fund, and the U.S.
Government Securities Fund states that this limitation does not apply to
investments in government securities. In addition, for the SmallCap Growth Fund
only, the fundamental policy states that gas, electric, water, and telephone
companies will be considered to be in separate industries. If the proposed
policy is approved, the fundamental policy of each Fund (except the Tax-Free
Minnesota Fund and the Tax-Free National Fund) relating to the concentration of
investments would state that a Fund may not:

"purchase the securities of any issuer (other than securities issued or
guaranteed by the U.S. government or any of its agencies or
instrumentalities) if, as a result, more than 25% of the Fund's total
assets would be invested in the securities of companies whose principal
business activities are in the same industry."

The existing fundamental policy of the Tax-Free Minnesota Fund and the
Tax-Free National Fund states that neither Fund will:

"invest 25% or more of its total assets in any particular industry,
including limited obligation bonds payable only from revenues derived
from facilities or projects within a single industry. For purposes of
this limit, the U.S. Government and the state and municipal governments,
and their political subdivisions, are not considered a particular
industry. (Municipal bonds refunded with U.S. Government securities will
be treated as investments in U.S. Government securities and are not
subject to this limitation.)"

If the proposed policy for the Tax-Free Minnesota Fund and the Tax-Free
National Fund is approved, it will read the same as the proposed policy for each
other Fund, except that the following parenthetical language will be added after
the limitation: "(Tax exempt securities are not subject to this limitation
unless they are backed only by the assets and revenues of non-governmental
issuers; this limitation will not apply to tax exempt securities that have been
refunded

with U.S. Government securities.)" As a result, tax exempt securities will not
be subject to the industry-concentration limit, unless they are backed only by
the assets and revenues of non-governmental issuers.

The 1940 Act requires that a Fund state its position regarding
concentration in any industry. While the 1940 Act does not define what
constitutes "concentration," the staff of the Securities and Exchange Commission
takes the position that investment of more than 25% of a Fund's assets in an
industry constitutes concentration.

The proposed revision is recommended to standardize the fundamental
policies of The Hartford Family. This revision, if approved, will not alter the
investment practices of a Fund.

A Fund that concentrates its investments in a particular industry or
industries could be exposed to greater risk to the extent that the particular
industry or industries in which it concentrates experience adverse changes, and
it may be more volatile than one whose investments are more broadly distributed
among industries.

B. REVISION TO THE FUNDAMENTAL POLICY REGARDING INVESTMENTS IN REAL ESTATE OR
INTERESTS THEREIN.

If this proposal is approved, the fundamental investment policy relating to
investments in real estate will be revised for each Fund. The revised policy
would state that a Fund may not:

"purchase or sell real estate unless acquired as a result of ownership
of securities or other instruments, although it may purchase securities
secured by real estate or interests therein, or securities issued by
companies which invest in real estate or interests therein."

The proposed fundamental policy is substantially similar to the Funds'
current policies and is being proposed to standardize the fundamental policies
among The Hartford Fund Family. If adopted by shareholders of a Fund, this
policy will not alter the Fund's investment practices.

To the extent a Fund holds real estate-related securities, it will be
subject to the risks associated with the real estate market. These risks may
include declines in the value of the real estate, changes in general or local
economic conditions, overbuilding, difficulty in completing construction,
increased competition, changes in zoning laws, increases in property taxes and
operating

expenses, and variations in rental income. Generally, increases in interest
rates will increase the cost of obtaining financing, which may result in a
decrease in the value of such investments. In addition, in order to enforce its
rights in the event of a default of these securities, a Fund may be required to
participate in various legal proceedings or take possession of and manage assets
securing the issuer's obligations. This could increase a Fund's operating
expenses and adversely affect the Fund's net asset value. Moreover, direct
investments in real estate as well as certain real estate-related investments
are considered "illiquid" and are subject to the risks associated with illiquid
assets. These risks include the possibility that a Fund may be unable to dispose
of the asset at a time when it may be advantageous to do so and that the asset
may be worth less than the price at which a Fund values it for the purpose of
determining net asset value.

C. REVISION TO THE FUNDAMENTAL POLICY REGARDING PURCHASES AND SALES OF
COMMODITIES AND COMMODITIES CONTRACTS.

If this proposal is approved, the fundamental policies of the Funds
relating to investments in commodities will be revised. The revised policy would
state that a Fund may not:

"purchase or sell commodities or commodities contracts, except that the
Fund may purchase or sell financial futures contracts, options on
financial futures contracts and futures contracts, forward contracts,
and options with respect to foreign currencies, and may enter into swap
transactions or other financial transactions of any kind."

The 1940 Act requires that a Fund state as a fundamental investment policy
the extent to which it may engage in the purchase and sale of commodities. At
the time the 1940 Act was enacted, the term "commodities" was understood to
refer principally to physical commodities such as agricultural products,
precious and base metals, oil and gas, and the like. In recent years, however, a
variety of new financial contracts and instruments, such as interest rate,
currency, and securities index futures contracts, have been created which may be
considered to be "commodities" for regulatory purposes.

If adopted by the shareholders of a Fund, the proposed policy will not
alter the Fund's investment practices. The proposed policy is recommended to
standardize the fundamental policies of The Hartford Fund Family and to provide
the Funds with maximum investment flexibility permitted by applicable law. For
the Growth Opportunities Fund, the Value Opportunities Fund, the Growth Fund,
the Tax-Free Minnesota Fund, and the Tax-Free National Fund,

the existing investment policy is generally similar to the proposed policy. For
the U.S. Government Securities Fund and the SmallCap Growth Fund, the proposed
policy provides greater investment flexibility than the current policies. The
existing fundamental policy for the U.S. Government Securities Fund simply
states that the Fund may not purchase commodities or contracts related to
commodities. The existing policy for the SmallCap Growth Fund states that the
Fund may not invest in commodities or contracts related to commodities unless
the investment is for hedging purposes.

The use by a Fund of financial futures contracts and other financial
instruments (including those permitted under the proposed policy) entails
certain risks, including the risk that the Fund's investment adviser may be
unable to forecast market and currency exchange rate movements correctly. Should
markets or exchange rates move in an unexpected manner, the Fund may not achieve
the anticipated benefits of the financial instruments or may realize losses and
thus be in a worse position than if such financial instruments had not been
used. In addition, the imperfect correlation between movements in the prices or
values of financial instruments and movements in the prices of any securities or
currencies hedged using such instruments or used for cover may result in
unanticipated losses. A Fund's ability to dispose of or close out its positions
in financial instruments will depend on the availability of liquid markets in
such instruments. The Fund may be unable to dispose of a financial instrument,
or otherwise to close out its position in a financial instrument, at a time or
price its adviser considers desirable, and so may be unable to realize a gain on
such a financial instrument or limit a loss on such a financial instrument at a
desired time or price.

Each of the Funds is subject to a non-fundamental investment restriction
prohibiting it from entering into stock index futures contracts, or acquiring
options thereon, if initial margin deposits on all futures positions, plus the
sum of premium payments for all unexpired options on stock index futures
contracts, would exceed 5% of the Fund's total assets. Although this policy may
be changed or eliminated by the Board of Directors without shareholder approval,
the Board of Directors has no current intention of doing so. In addition, the
Funds' investment adviser has no current intention of proposing any such change
to that non-fundamental investment restriction.

D. REVISION TO THE FUNDAMENTAL POLICY REGARDING THE MAKING OF LOANS TO OTHER
PERSONS.

The existing policy of each Fund states that generally the Fund may not
make loans to other persons, but contains either a general or a specific
statement of the types of loans that the Fund is nonetheless permitted to make.
For example, this general prohibition is qualified for each Fund (other than the
Growth Opportunities Fund) by the statement that certain loans of the Fund's
portfolio securities will not be prohibited, in most cases, if such loans are
secured and do not exceed a certain percentage of the value of the Fund's total
assets. Also, each Fund's existing policy (except the Growth Opportunities
Fund's policy) states that repurchase agreements and acquisitions of certain
debt securities will not be considered loans. The Growth Opportunities Fund is
permitted to make loans "to the extent permitted under the [1940 Act], as
interpreted or modified from time to time by any regulatory authority having
jurisdiction."

If the proposed fundamental policy is approved, the existing policy
relating to loans would be revised for each of the Funds. The revised policy
would state that a Fund may not:

"make loans, except to the extent consistent with the Investment Company
Act of 1940, as amended, and the rules and regulations thereunder, or as
may otherwise be permitted from time to time by regulatory authority."

This proposed policy imposes no limitations on a Fund's lending other than those
imposed by the 1940 Act and applicable regulation. The proposed policy is also
substantially similar to the existing policy of each of the Funds.

When a Fund makes a loan, it takes the risk that the person or entity to
which it makes the loan will be unable or unwilling to repay the loan. Any such
failure to repay a loan or any delay in repaying a loan would likely result in a
loss to the Fund. When a Fund loans its portfolio securities, the Fund has the
potential to increase its current income while retaining the securities'
potential for capital appreciation. Such loans are at all times secured by cash
or other collateral and involve some risk to the Fund if the other party should
default on its obligation to return the securities or to make related payments.
If the other party should become involved in bankruptcy proceedings, the Fund
may encounter a delay in recovery of or even a loss of rights in the collateral.

If adopted by the shareholders of a Fund, this policy is not expected to
alter the investment practices of the Fund. Under current positions of the SEC
staff, no Fund may lend securities with a value of greater than 33 1/3% of the
value of the Fund's assets.

E. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING THE MORTGAGE OF ASSETS.

(The Hartford SmallCap Growth Fund and The Hartford U.S. Government
Securities Fund)

The SmallCap Growth Fund and the U.S. Government Securities Fund currently
are subject to a fundamental policy providing that the Fund will not "mortgage,
pledge or hypothecate its assets, except in an amount not exceeding 10% of the
value of its total assets to secure temporary or emergency borrowing." If the
shareholders of the Funds approve this proposal, the noted policy will be
eliminated for the Funds.

The existing policy appears to have been adopted by the Funds in response
to state regulatory requirements that no longer apply. Although neither of the
Funds currently intends to change its practices with respect to pledging or
otherwise encumbering its assets, HIFSCO believes it would be in the best
interests of the Funds to reserve the flexibility to permit the Funds to engage
in these practices to the extent permitted by applicable law.

Each of the Funds is currently subject to a non-fundamental investment
restriction prohibiting it from pledging, mortgaging, or hypothecating its
assets except to the extent required to secure permitted borrowings. (This
limitation does not apply to, among other things, escrow arrangements or to
margin requirements for futures or related options.) Although this policy may be
changed or eliminated by the Board of Directors without shareholder approval,
the Board of Directors has no current intention of doing so. In addition, the
Funds' investment adviser has no current intention of proposing any such change
to that non-fundamental investment restriction.

Pledging or otherwise encumbering Fund assets entails certain risks. For
instance, a Fund could incur costs or encounter delays in recovering the assets
pledged or, in the event of the insolvency of the pledgee, a Fund might not be
able to recover some or all of the pledged assets.

F. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING PARTICIPATION IN SECURITIES
TRADING ACCOUNTS.

(The Hartford SmallCap Growth Fund and The Hartford U.S. Government
Securities Fund)

The SmallCap Growth Fund and the U.S. Government Securities Fund currently
are subject to a fundamental policy providing that the Funds will not
"participate on a joint or a joint and several basis in any securities trading
account." If the shareholders of the Funds approve this proposal, the noted
policy will be eliminated for the Funds. This restriction is not required by
law, and none of the other funds in The Hartford Fund Family has adopted such a
23

restriction. Under certain circumstances, participation in joint trading
accounts may be beneficial to a Fund, resulting in potentially lower trading
costs and better execution. Participation in a joint trading account with
affiliated persons of a Fund would likely require exemptive relief from the
Securities and Exchange Commission.

Elimination of the existing policy would allow the Funds to participate in
joint or joint and several securities trading accounts with other affiliated
funds to the extent permissible under applicable law (including any exemptive
relief from the SEC).

G. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING CERTAIN PURCHASES FROM AND
SALES TO OFFICERS, DIRECTORS, AND EMPLOYEES.

(The Hartford SmallCap Growth Fund and The Hartford U.S. Government
Securities Fund)

The SmallCap Growth Fund and the U.S. Government Securities Fund currently
are subject to a fundamental policy providing that the Funds will not "purchase
from or sell to any officer, director, or employee of the Fund, or its adviser
or underwriter, or any of their officers or directors, any securities other than
shares of the Fund's common stock." If the shareholders of the Funds approve
this proposal, the noted policy will be eliminated for the Funds. This
restriction is not required by law, and none of the other funds in The Hartford
Fund Family has adopted such a restriction. The restriction appears to be
intended to restate existing prohibitions under applicable law against principal
transactions between a Fund and certain affiliated persons.

H. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING SHORT SALES.

(The Hartford SmallCap Growth Fund and The Hartford U.S. Government
Securities Fund)

The SmallCap Growth Fund and the U.S. Government Securities Fund currently
are subject to a fundamental policy providing that the Funds will not:

"make short sales, except for sales 'against the box.' While a short
sale is made by selling a security the Fund does not own, a short sale
is 'against the box' to the extent that the Fund contemporaneously owns
or has the right to obtain securities identical to those sold short at
no added cost."

A short sale involves the sale of a security that is borrowed from a broker
or other institution to complete the sale. If the shareholders of the Funds
approve this proposal, the noted policy will be eliminated for the Funds,
thereby permitting the Funds to engage in short sales. The federal regulatory
requirement that a Fund segregate certain of its assets against its exposure to
short-
24

sales places a practical limit on the number of short-sales a Fund may enter
into. (This segregation requirement does not apply to short sales against the
box.) The proposed change would provide the Funds with additional flexibility in
pursuit of their investment objectives and would bring their fundamental
investment policies in line with the other members of The Hartford Fund Family.

A Fund's use of short sales involves certain risks, including potential
losses if the market price of the security sold short increases between the date
when the Fund enters into the short position and the date when the Fund closes
the short position. (Those losses could theoretically be unlimited in a case
where a Fund was unable, for whatever reason, to close out its short position.)
In addition, short positions may result in a loss if a portfolio strategy
involving short sales is otherwise unsuccessful.

Although the proposed elimination of this fundamental policy by the Funds
would allow them to engage in short sales, neither of the Funds currently
intends to do so. Each of the Funds is currently subject to a non-fundamental
investment restriction prohibiting it from selling securities short or
maintaining a short position, except for short sales against the box. Although
this policy may be changed or eliminated by the Board of Directors without
shareholder approval, the Board of Directors has no current intention of doing
so. In addition, the Funds' investment adviser has no current intention of
proposing any such change to that non-fundamental investment restriction.

I. REVISION TO THE FUNDAMENTAL POLICIES REGARDING THE BORROWING OF MONEY,
ISSUING OF SENIOR SECURITIES, AND PURCHASING SECURITIES ON MARGIN.

If this proposal is approved by the shareholders of a Fund, the Fund's
fundamental policies relating to the borrowing of money and issuance of senior
securities will be combined to read as follows, and its restriction on
purchasing securities on margin, if any, will be eliminated:

"The Fund will not borrow money or issue any class of senior securities,
except to the extent consistent with the Investment Company Act of 1940,
as amended, and the rules and regulations thereunder, or as may
otherwise be permitted from time to time by regulatory authority."

Each Fund (except for the Growth Opportunities Fund and the U.S. Government
Securities Fund), is subject to a fundamental policy prohibit-

ing the Fund from borrowing money (1) except on short-term credit that it needs
for clearance of securities transactions and (2) except from a bank as a
temporary measure to facilitate redemptions (but not for leveraging or
investment) in an amount that does not exceed 10% of the value of the Fund's
total assets. These same Funds may not purchase any investment securities while
outstanding bank borrowings (including "roll" transactions) exceed 5% of the
value of the Fund's total assets. The U.S. Government Securities Fund is subject
to fundamental policies prohibiting it from borrowing money except from banks
for temporary or emergency purposes in an amount not exceeding 5% of the value
of its total assets and from purchasing securities on margin (except as may be
necessary for the clearance of purchase and sale transactions). The Growth
Opportunities Fund is subject to a fundamental policy prohibiting it from
borrowing money and issuing senior securities, except as permitted under the
1940 Act. Each of the Funds (except the Growth Opportunities Fund) is also
prohibited from purchasing securities on margin and issuing "senior securities,"
which prohibitions are generally viewed as limiting the degree to which a Fund
may use leverage.

The 1940 Act generally permits a mutual fund to borrow money from a bank in
an amount equal to one-third of its total assets, including the amount borrowed.
A mutual fund may engage in other types of transactions that create leverage,
such as reverse repurchase agreements, if they comply with various regulatory
requirements (for example, the segregation of assets). This proposal is
recommended to give a Fund the flexibility to borrow to the full extent
consistent with law or regulatory interpretation and to standardize the
fundamental policies regarding borrowing for all of the funds of The Hartford
Fund Family.

The change would afford a Fund increased flexibility to borrow money for
administrative purposes, including satisfying redemptions of the Fund's shares.
This may minimize situations in which the Fund is forced to sell portfolio
securities, at possibly disadvantageous prices, in order to satisfy redemption
requests.

The proposed policy would permit a Fund to borrow money for the purpose of
investing in additional securities, although none of the Funds has a present
intention of doing so. This practice, known as "leverage," would increase a
Fund's market exposure and its risk. When a Fund has borrowed money for leverage
and its investments increase or decrease in value, the Fund's net asset value
will normally increase or decrease more than if it had not borrowed money. The
Fund would also incur interest expense on borrowed money. The extent to which a
Fund borrows money and the amount it may borrow depend, in part, on market
conditions and interest rates. Successful use of leverage would depend on the
investment adviser's ability to predict market movements correctly.

Each of the Funds is currently subject to a non-fundamental investment
restriction prohibiting it from purchasing any security on margin (except that a
Fund may obtain such short-term credit as may be necessary for the clearance of
purchases and sales of portfolio securities). That policy does not apply to
margin arrangements in connection with futures contracts or related options. In
addition, each Fund is subject to a non-fundamental policy prohibiting it from
purchasing securities while outstanding borrowings exceed 5% of its total
assets. Although these policies may be changed or eliminated by the Board of
Directors without shareholder approval, the Board of Directors has no current
intention of doing so. In addition, the Funds' investment adviser has no current
intention of proposing any such change to those non-fundamental investment
restrictions.

J. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING THE PURCHASE OF SECURITIES
OF ISSUERS WHERE OFFICERS OR DIRECTORS OWN CERTAIN BENEFICIAL AMOUNTS.

(The Hartford U.S. Government Securities Fund)

The U.S. Government Securities Fund is subject to a fundamental policy
prohibiting the Fund from "[p]urchas[ing] or retain[ing] the securities of any
issuer, if, to the Fund's knowledge, those officers or directors of the Fund or
of its investment adviser who individually own beneficially more than 1/2 of 1%
of the outstanding securities of such issuer, together owned beneficially more
than 5% of such outstanding securities." If this proposal is approved by the
shareholders of the Fund, the policy will be eliminated, thereby permitting the
Fund to purchase or retain such securities.

This policy appears to have been adopted by the Fund in response to state
regulatory requirements which no longer apply. Although the Fund does not intend
to change its current practices in this regard, the proposal is recommended to
reserve the flexibility of the Fund to make such investments to the extent
permitted by applicable law. The proposal is also recommended in order to
conform the fundamental policies of this Fund to those of The Hartford Fund
Family.

K. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING INVESTMENTS IN PUTS AND
CALLS.

(The Hartford U.S. Government Securities Fund)

The U.S. Government Securities Fund is subject to a fundamental policy
prohibiting the Fund from investing in puts or calls. If this proposal is
approved by the shareholders of the Fund, the policy will be eliminated, thereby
permitting the Fund to invest in puts and calls.

This policy appears to have been adopted by the Fund in response to state
regulatory requirements which no longer apply. Although the Fund does not
currently intend to change its practices with respect to purchasing or writing
puts or calls, the proposal is recommended to reserve the flexibility of the
Fund to engage in these practices to the extent permitted by applicable law. The
proposal is also recommended in order to conform the fundamental policies of
this Fund to those of The Hartford Fund Family.

A "put" option gives the purchaser, in return for the payment of the option
premium, the right to sell a security to the issuer of the option at a specified
exercise price prior to the expiration of the option. A "call" option gives the
purchaser, in return for the payment of the option premium, the right to
purchase a security from the issuer of the option at a specified exercise price
prior to expiration of the option.

Investing in puts or calls entails certain risks. The Fund may wish to
purchase puts or calls to hedge against an increase in the price of securities
that the Fund wishes to buy or to protect portfolio holdings against a decline
in a security's market value or to increase its investment return. In order for
a put or call to be profitable, the market price of the underlying security must
increase or decrease (depending on the type of option) sufficiently to cover the
premium and transaction costs the Fund must pay. These costs will reduce any
profit the Fund might have realized had it purchased or sold the underlying
security instead of purchasing the put or call. Similarly, a Fund may write puts
or calls to hedge against fluctuations in market value or to earn additional
income. When a Fund writes a call option, it gives up the right to any
appreciation in the value of the underlying security over the exercise price.
When a Fund writes a put option, it takes the risk that it will be required to
purchase the underlying security at a price above its market price at the time
of exercise. Use of puts or calls may result in losses to a Fund if the Fund's
investment adviser incorrectly predicts market movements or other events, or if
changes in the prices of the puts or calls and of the securities that are the
subject of a hedge do not correlate as anticipated.

L. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING INVESTMENTS IN REPURCHASE
AGREEMENTS.

(The Hartford U.S. Government Securities Fund)

The U.S. Government Securities Fund is subject to a fundamental policy
prohibiting the Fund from investing more than 10% of its total assets in
repurchase agreements maturing in more than seven days. If this proposal is
approved by the shareholders of the Fund, the policy will be eliminated.

The proposal is recommended because the restriction is not required by law
and its elimination will assist in conforming the fundamental policies of this
28

Fund to those of The Hartford Fund Family. If adopted by the shareholders of the
Fund, the elimination of the proposed policy will not alter the Fund's
investment practices.

When a Fund enters into a repurchase agreement, it purchases a security and
simultaneously enters into an agreement to resell the security to the
counterparty for the same price plus an amount representing interest for the
term of the agreement. A repurchase agreement may be seen as a loan by the Fund
secured by the security subject to the repurchase agreement. Repurchase
agreements carry the risk that the seller will default and the market value of
the underlying security will have declined below the resale price.

While the investment adviser will monitor the Fund's repurchase agreements
to ensure that the value of the underlying security will be at least equal at
all times to the total amount of the repurchase obligation, there is no
guarantee that, upon a default by the seller, the Fund would not realize a loss
on the sale of the underlying security. A later maturity date for the agreement
theoretically increases the credit risk to which the Fund is exposed under the
repurchase agreement. In addition, repurchase agreements maturing in more than
seven days may be seen to be illiquid investments. However, such investments
will be subject to limitations otherwise applicable to the Fund limiting the
Fund's ability to hold illiquid investments. The staff of the Securities and
Exchange Commission currently takes the position that an open-end investment
company may not invest more than 15% of its net assets in illiquid
investments(and the Fund is subject to a similar non-fundamental policy).

M. ELIMINATION OF THE FUNDAMENTAL POLICY REGARDING INVESTMENT GRADE MUNICIPAL
SECURITIES.

(The Hartford Tax-Free Minnesota Fund and The Hartford Tax-Free National
Fund)

The Tax-Free Minnesota Fund and the Tax-Free National Fund are each subject
to a fundamental policy requiring that at least 90% of the municipal securities
purchased by the Fund be of "investment grade" quality. If this proposal is
approved by the shareholders of a Fund, the policy will be eliminated, thereby
permitting the Fund to purchase a greater number of municipal securities that
are below investment grade.

Securities rated within the four highest rating categories (e.g., "Aaa",
"Aa", "A", or "Baa" by Moody's Investors Service, Inc. or "AAA", "AA", "A", or
"BBB" by Standard & Poor's Ratings Services) (or, if unrated, securities of
comparable quality as determined by a Fund's investment manager) are generally
referred to as "investment grade" securities. Securities rated below investment
grade are commonly referred to as "high yield-high risk debt securities" or
"junk bonds". These securities are considered to be of poor

standing and predominantly speculative. If a Fund were to increase its holdings
of municipal securities that were below investment grade, the Fund would be
subject to a greater risk of loss on its investment.

The proposed elimination of this fundamental policy by the Funds would
provide the Funds with additional flexibility in pursuit of their investment
objectives. Neither Fund, however, currently intends to change its investment
strategy with respect to the purchase of municipal securities that are below
investment grade.

There are special risks associated with investment in high-yield, lower-
grade debt securities. The credit risks of a fund that invests in lower-grade
securities are higher than those of funds that buy only investment grade
securities. Lower-grade debt securities may be subject to greater market
fluctuations and greater risks of loss of income and principal than investment-
grade debt securities. Securities that are below investment grade are exposed to
a greater risk that the issuers of those securities might not meet their debt
obligations. These risks can reduce the Fund's share prices and the income it
earns.

While investment grade securities are subject to risks of non-payment of
interest and principal, generally, higher yielding, lower-grade bonds, whether
rated or unrated, have greater risks than investment grade securities. The
market for lower-grade securities may be less liquid, especially during times of
general economic distress, and therefore such securities may be harder to sell
at an acceptable price.

RECOMMENDED SHAREHOLDER ACTION AND REQUIRED VOTE. The Board of Directors
recommends that shareholders vote for each of the foregoing proposals. Approval
by a Fund of the foregoing proposals requires the affirmative vote of a
"majority of the outstanding voting securities" of that Fund (as defined in the
1940 Act), which means the affirmative vote of the lesser of (1) more than 50%
of the outstanding shares of the Fund or (2) 67% or more of the shares of the
Fund present at a meeting if more than 50% of the outstanding shares of the Fund
are represented at the meeting in person or by proxy. Abstentions and broker
non-votes will have the effect of negative votes on each matter set out in this
Proposal II. Approval by the shareholders of any individual Fund of any of the
individual items of this Proposal II will be effective regardless of the outcome
of shareholder voting for that Fund in connection with Proposal I or any of the
other items of this Proposal II.

III. MISCELLANEOUS

Share ownership information. To the knowledge of each Company, as of May
7, 2002, the officers and Directors of the Company as a group beneficially owned
less than 1% of the outstanding shares of each Fund.

As of May 7, 2002, no person to the knowledge of Fortis Securities owned of
record or beneficially more than 5% of the shares of Fortis Securities. To the
knowledge of Hartford Mutual Funds II, as of May 7, 2002, no person owned of
record or beneficially more than 5% of the outstanding shares of any of a class
of shares of a Fund, other than the following:

TABLE 7

<Table>
<Caption>
CLASS A CLASS B CLASS C CLASS Y
------------------ ------------------ ------------------ ------------------
(NUMBER OF SHARES) (NUMBER OF SHARES) (NUMBER OF SHARES) (NUMBER OF SHARES)
(PERCENT OF CLASS) (PERCENT OF CLASS) (PERCENT OF CLASS) (PERCENT OF CLASS)
------------------ ------------------ ------------------ ------------------

SMALLCAP GROWTH FUND
Edward D. Jones & Co. ............. 23,924 3,683
For the Sole Benefit of Its 26% 13%
Customers
Maryland Heights, MO
US Bank National 6,590
Association C/F.................. 7%
William A Noyce IRA
Broomfield, CO
US Bank National 4,603
Association C/F.................. 5%
Patricia J Noyce IRA
Broomfield, CO
US Bank National 1,416
Association C/F.................. 5%
Ricardo A Valdes Jr
Rollover IRA
San Antonio, TX
Wells Fargo Investments 4,484
LLC.............................. 14%
A/C 7200-5928
Minneapolis, MN
Wells Fargo Investments 11,832
LLC.............................. 37%
A/C 1716-5112
Minneapolis, MN
HL Investment Advisors............. 48
Hartford, CT 97%

GROWTH OPPORTUNITIES FUND
Edward D. Jones & Co. ............. 32,123
For the Sole Benefit of Its 36%
Customers
Maryland Heights, MO
</Table>

Wachovia Securities Inc............ 1,723
FBO 315-31353-18 5%
Charlotte, NC
Wachovia Securities Inc............ 1,590
FBO 315-49821-14 5%
Charlotte, NC
Donaldson Lufkin Jenrette 2,114
Securities Corporation Inc. ..... 7%
Jersey City, NJ
US Bank National 1,610
Association C/F.................. 6%
Carol S Atha Rollover IRA
Fairmont, WV
US Bank National 2,026
Association C/F.................. 8%
Richard L McVicker Rollover IRA
Mannington, WV
NFSC FEBO.......................... 1,338
Eleanor M Toomey 5%
Osterville, MA
US Bank National 2,547
Association C/F.................. 10%
Dolores F Posey IRA
Fairmont, WV
Legg Mason Wood Walker 1,392
Inc.............................. 5%
495-00093-18
Baltimore, MD
HL Investment Advisors............. 49
Hartford, CT 97%

VALUE OPPORTUNITIES FUND
Edward D. Jones & Co. ............. 72,746 4,080
For the Sole Benefit of Its 61% 21%
Customers
Maryland Heights, MO
AG Edwards & Sons Inc 9,855
C/F.............................. 8%
Robert Willcoxon IRA
Jooplin, MO
Ken L Nelson....................... 1,954
Frederic, WI 10%
Salomon Smith Barney Inc. ......... 983
00160467448 5%
New York, NY
</Table>

RBC Dain Rauscher C/F.............. 1,639
Anthony Cherek Simple 8%
IRA
Bellevue Insurance
Omaha, NE
US Bank National 2,009
Association C/F.................. 10%
Janet L Lamb Rollover IRA
Portland, OR
J M S LLC Custodian FBO............ 2,341
Loraine T Masanis IRA 12%
Philadelphia, PA
Wachovia Securities Inc............ 1,068
FBO 205-82691-15 9%
Charlotte, NC
Legg Mason Wood Walker 1,036
Inc.............................. 9%
495-70061-19
Baltimore, MD
Donaldson Lufkin Jenrette 2,553
Securities Corporation Inc. ..... 22%
Jersey City, NJ
First Clearing Corporation......... 2,067
A/C 7666-4442 18%
Linda Stout
Houston, TX
HL Investment Advisors............. 83
Hartford, CT 42%
US Bank National 113
Association C/F.................. 56%
Jerry F Vermeire SEP
Seattle, WA

GROWTH FUND
Edward D. Jones & Co. ............. 93,307 6,072
For the Sole Benefit of Its 49% 15%
Customers
Maryland Heights, MO
US Bank National 9,716
Association C/F.................. 5%
William A Noyce IRA
Broomfield, CO
NFSC FEBO.......................... 4,415
Louanna L White 11%
Severna Park, MD
US Bank National 4,914
Association C/F.................. 13%
Carol S Atha Rollover IRA
Fairmont, WV
</Table>

US Bank National 3,260
Association C/F.................. 8%
Kenneth C Brand Jr IRA
Fairmont, WV
US Bank National 3,851
Association C/F.................. 10%
Dolores F Posey IRA
Fairmont, WV
HL Investment Advisors............. 66
Hartford, CT 97%

TAX-FREE MINNESOTA FUND
Edward D. Jones & Co. ............. 8,284
For the Sole Benefit of Its 39%
Customers
Maryland Heights, MO
Raymond James & Assoc 1,407
Inc. ............................ 6%
FBO Christenses Ros
St. Petersburg, FL
Raymond James & Assoc 2,799
Inc. ............................ 13%
FBO Riley Bros Cons
St. Petersburg, FL
Raymond James & Assoc 1,897
Inc. ............................ 9%
FBO Riley Robert
St. Petersburg, FL
Raymond James & Assoc 1,866
Inc. ............................ 8%
FBO Griffith Willia
St. Petersburg, FL
First Clearing Corporation......... 2,547
Stewart T Case Trust 12%
Stewart T Case Ttee
Rochester, MN
HL Investment Advisors............. 98 98
Hartford, CT 22% 97%
Howard Jerles...................... 326
Howard Jerles JTWROS 75%
Redkey, IN
Wells Fargo Investments 972
LLC.............................. 44%
A/C 2176-0279
Minneapolis, MN
Wells Fargo Investments 1,063
LLC.............................. 48%
A/C 4103-0539
Minneapolis, MN
</Table>

<Table>
<Caption>
CLASS L CLASS M CLASS N CLASS H
------------------ ------------------ ------------------ ------------------
(NUMBER OF SHARES) (NUMBER OF SHARES) (NUMBER OF SHARES) (NUMBER OF SHARES)
(PERCENT OF CLASS) (PERCENT OF CLASS) (PERCENT OF CLASS) (PERCENT OF CLASS)
------------------ ------------------ ------------------ ------------------

TAX-FREE MINNESOTA FUND
Ervin Ruschmeyer................ 16,808
Amanda 5%
Ruschmeyer
JTWROS
Gibbon, MN
Ruth R. Gillespie............... 38,399
Pine City, MN 11%
Berry Mae Nelson 47,604
TOD........................... 14%
Bellingham, MN
Ernest C Radunz................. 17,639
Litchfield, MN 5%
Elsie M. Krostue 9,772
TOD........................... 18%
Bemidji, MN
Kenneth Clambey 3,483
TTEE.......................... 6%
Winifred Clambey TTEE
FBO Kenneth Clambey Living
Trust
Fergus Falls, MN
Mildred J Daily TOD............. 2,939
Grand Forks, MN 5%
Thomas L. Blanchette 5,373
TOD........................... 9%
Medina, MN
Jerome R. & Sharon 10,013
K. Bofferding................. 18%
Maple Grove, MN
Donaldson Lufkin 5,672
Jenrette Securities........... 10%
Corporation, Inc.
Jersey City, NY
Harvey Hagedorn 1,215
TOD........................... 6%
Winnebago, MN
Theodore Pulasky................ 1,811
C/F Brandie L. 9%
Pearson UTMA
Donnelly, MN
Henry A. & Patricia 2,456
E. Prchal..................... 12%
JTTEN
Young America, MN
James Michael Olson............. 1,229
Valerie J Olson 6%
JTWROS
Hawick, MN
</Table>

Catherine A. Estrem 2,679
TOD........................... 13%
Maplewood, MN
Lyle W. Jahnke TOD.............. 6,052
Olivia, MN 30%
Edward & Patronvilla 5,995
Rauchwarter................... 6%
JTWROS TOD
St. Paul, MN
Jean S. & John 6,408
H. Bravis..................... 6%
TTEE FBO
The Jean S. Bravis Trust
Minneapolis, MN
Mary C. Jackson................. 17,746
Minneapolis, MN 18%
US Bancorp Piper 10,508
Jaffray....................... 11%
A/C 1008-3096
Minneapolis, MN
Robert W. Baird & 36,394
Co. Inc. ..................... 38%
A/C 5490-4736
Milwaukee, WI
</Table>

TAX-FREE NATIONAL FUND
Edward D. Jones & Co. .......... 129,333 2,708 3,703
For the Sole Benefit of Its 68% 10% 7%
Customers
Maryland Heights, MO
Julia M. Devries & 18,693
George Devries TTEE........... 9%
Devries Revocable Trust
Waupun, WI
Donald S Fifield................ 1,650
Marian J Fifield JTWROS 6%
Thetford Ctr, VT
Janet M Schwankhaus............. 1,452
Okawville, IL 5%
LPL Financial Services.......... 2,098
A/C 3506-0958 8%
San Diego, CA
Donnae J Fotinos................ 1,394
Denver, CO 5%
</Table>

US Bank National 2,079
Association C/F......... 8%
Richard A Gilmore
Rollover IRA
Portland, OR
NFSC FEBO................. 3,687
Darrell Logson 14%
Odessa, TX
NFSC FEBO................. 8,385
Mary Jo Brumley 33%
Judy H Childs
E Prescott TTEE
Elizabeth Maddox
Winchester
Irrevocable Education
Trust
San Antonio, TX
Esther J Morelli.......... 5,450
Paoli, PA 11%
Wells Fargo Investments 13,514
LLC..................... 29%
A/C 3463-2079
Minneapolis, MN
Soo Walsh................. 3,703
Danbury, CT 7%
Raymond James & Assoc 13,587
Inc. ................... 29%
FBO Morse
St Petersburg, FL
HL Investment Advisors.... 92
Hartford, CT 97%
</Table>

<Table>
<Caption>
CLASS M CLASS N CLASS H
------------------ ------------------ ------------------
(NUMBER OF SHARES) (NUMBER OF SHARES) (NUMBER OF SHARES)
(PERCENT OF CLASS) (PERCENT OF CLASS) (PERCENT OF CLASS)
------------------ ------------------ ------------------

TAX-FREE NATIONAL FUND
US Bancorp Piper 12,466
Jaffray, Inc. .......... 7%
C/F Mildred Granger
Grand Forks, ND
Harold M. Sales........... 15,255
TTEE FBO Florence 9%
E. Sales Trust
Englewood, CO
Anthony Ciccarino 18,602
TOD..................... 10%
Amsterdam, NY
Wells Fargo 21,025
Investments,............ 12%
A/C #2126-6510
San Francisco, CA
</Table>

Elvada M. Torsiello 37,733
TOD..................... 22%
Amsterdam, NY
Sheldon Schram TOD........ 4,036
West Paterson, NJ 6%
Paine Webber.............. 4,555
FBO Joan C. 7%
Steadman-Cook
Westerly, RI
Jeanie M. Chresos......... 4,275
Parma, OH 7%
Ethel L. Robb TOD......... 9,526
Sheryl L. Abraham 16%
POA
Sandy, OR
Janice M Kracht........... 3,722
James W Kracht 6%
JTWROS
Coon Rapids, IA
Maurice T. Moler.......... 34,320
TTEE FBO Maurice 11%
T. Moler Trust
c/o Sharon Kasey
Charleston, IL
US Bancorp Piper
Jaffray................. 24,660
Minneapolis, MN 7%
David L. Ashworth......... 15,817
Grafton, VA 5%
</Table>

U.S. GOVERNMENT SECURITIES FUND
Edward D. Jones & Co. ......... 75,520
For the Sole Benefit of its 23%
Customers
Maryland Heights, MO
NFSC FEBO...................... 34,198
NFS/FMTC Rollover IRA 10%
John P. Hine
Rome, GA
US Bank National 10,736
Association C/F.............. 5%
Frederick C Meyer IRA
Waukesha, WI
Scott & Stringfellow Inc....... 9,828
FBO 876629791 5%
Richmond, VA
</Table>

US Bank National 22,188
Association C/F......... 11%
Patricia L Lawson IRA
Louisville, KY
US Bank National 13,596
Association C/F......... 7%
Michael D Molina
Rollover IRA
San Diego, CA
US Bank National 14,725
Association C/F......... 7%
Richard L McVicker
Rollover IRA
Mannington, MV
NFSC FEBO................. 26,724
NFS/FMTC Rollover IRA 13%
FBO L Samuel Kirkland
Thomnsville, GA
NFSC FEBO................. 12,105
NFS/FMTC IRA 6%
FBO Loudell Pearson
Rome, GA
Raymond James & Assoc 20,942
Inc..................... 10%
FBO Hammock Trust
St. Petersburg, FL
HL Investment Advisors.... 107
Hartford, CT 97%
</Table>

<Table>
<Caption>
CLASS N
------------------
(NUMBER OF SHARES)
(PERCENT OF CLASS)
------------------

U.S. GOVERNMENT SECURITIES
FUND
Horace Snipes............. 11,954
McMinnville, TN 5%
Donaldson Lufkin 24,756
Jenrette Securities..... 11%
Corporation Inc
Jersey City, NJ
</Table>

Quorum. The presence, either in person or by proxy, of shareholders owning
a majority of shares of a Company entitled to vote at the Meeting shall
constitute a quorum with respect to that Company. As to any matter to be
considered separately by a Fund, the presence, either in person or by proxy, of
shareholders owning a majority of shares of that Fund entitled to vote at the
Meeting shall constitute a quorum with respect to that matter.

SEC filings. Based on the records of Fortis Securities, the Company
believes that all SEC filing requirements applicable to its Directors and
officers pursuant to Section 16(a) of the Securities Exchange Act of 1934, as
amended, with respect to the Company's fiscal year ending July 31, 2001, were
satisfied.

Other business. The Boards of Directors know of no other business to be
brought before the Meeting. However, if any other matters properly come before
the Meeting, it is each Board's intention that proxies that do not contain
specific restrictions to the contrary will be voted on such matters in
accordance with the best judgment of the persons named as proxies in the
enclosed form of proxy card.

Solicitation of proxies. In addition to the solicitation of proxies by
mail, the Boards of Directors and employees of HIFSCO or its affiliates may
solicit proxies in person or by telephone. Hartford Mutual Funds II has retained
D. F. King & Co., Inc., to aid in the solicitation of proxies. The costs of
retaining D. F. King & Co., Inc. and other expenses incurred in connection with
the solicitation of proxies will be borne by The Hartford. The anticipated cost
associated with the solicitation of proxies by The Hartford is $247,400.

Adjournment. In the event a quorum is not obtained or that sufficient
votes in favor of the proposals set forth in the accompanying Notice are not
received by the time scheduled for the Meeting, the persons named as proxies may
propose one or more adjournments of the Meeting for a reasonable time after the
date set for the original Meeting to permit further solicitation of proxies with
respect to any such proposals. In addition, if, in the judgment of the persons
named as proxies, subsequent developments make it advisable to defer action on
any proposal, the persons named as proxies may propose one or more adjournments
of the Meeting for a reasonable time in order to defer action on the proposal as
they deem advisable. For Hartford Mutual Funds II, any adjournment will require
a vote in favor of the adjournment by the holders of a majority of the votes
cast on the question in person or by proxy at the Meeting (or any adjournment of
the Meeting). For Fortis Securities, any adjournment will require a vote in
favor of the adjournment by the holders of a majority of the shares present in
person or by proxy at the Meeting (or any adjournment of the Meeting).

Provided that there is a quorum, a shareholder vote may be taken for one or
more of the proposals in this Proxy Statement prior to any adjournment. All

proposals receiving a sufficient number of votes for approval prior to any
adjournment shall be deemed adopted and shall not require any further
shareholder approval at any adjournment or otherwise. The persons named as
proxies will vote in favor of or against adjournment as to a proposal the number
of shares they are entitled to vote in favor of or against the proposal, as the
case may be; they will abstain as to adjournment those shares they are entitled
to abstain from voting on the proposal. The costs of any additional solicitation
of proxies and of any adjourned session with regard to a proposal will be borne
by The Hartford (see "Solicitation of proxies" above).

Tabulation of votes. Votes cast by proxy or in person at the Meeting will
be counted by one or more persons appointed by the President of the Companies to
act as tellers for the Meeting. The tellers will count the total number of votes
cast "FOR" the proposals for purposes of determining whether sufficient
affirmative votes have been cast. The tellers will count shares represented by
proxies that withhold authority to vote or that reflect abstentions or "broker
non-votes" (i.e., shares held by brokers or nominees as to which (i)
instructions have not been received from the beneficial owners or persons
entitled to vote and (ii) the broker or nominee does not have the discretionary
voting power on a particular matter) as shares that are present and entitled to
vote on the matter for purposes of determining the presence of a quorum.

Date for receipt of shareholders' proposals for subsequent meetings of
shareholders. The Charter of the Hartford Mutual Funds II does not provide for
annual meetings of shareholders, and the Company does not currently intend to
hold such a meeting in 2002. Shareholder proposals for inclusion in the
Company's proxy statement for any subsequent meeting must be received by the
Company a reasonable period of time prior to any such meeting.

With respect to Fortis Securities, proposals of shareholders intended to be
presented at the 2002 annual shareholders' meeting must be received at the
Company's offices by July 15, 2002, in order to be considered for inclusion in
the Company's proxy statement and form of proxy for the 2002 annual meeting.

June 6, 2002

APPENDIX A

The following tables outline the proposed changes in the fundamental
policies for each Fund, stating the current policy and the proposed revised
policy.

THE HARTFORD TAX-FREE MINNESOTA FUND
THE HARTFORD TAX-FREE NATIONAL FUND

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.A. Proposal to revise Neither Fund will "invest Neither Fund will
fundamental policy 25% or more of its total "purchase the securities
regarding investment assets in any particular of any issuer (other than
concentrations industry, including securities issued or
within a particular limited obligation bonds guaranteed by the U.S.
industry. payable only from revenues government or any of its
derived from facilities or agencies or
projects within a single instrumentalities) if, as
industry. For purposes of a result, more than 25% of
this limit, the U.S. the Fund's total assets
Government and the state would be invested in the
and municipal governments, securities of companies
and their political whose principal business
subdivisions, are not con- activities are in the same
sidered a particular industry. (Tax exempt
industry. (Municipal bonds securities are not subject
refunded with U.S. to this limitation unless
Government securities will they are backed by the
be treated as investment assets and revenues of
in U.S. Government non- governmental issuers;
securities and are not this limitation will not
subject to this apply to tax exempt
limitation.)" securities that have been
refunded with U.S.
Government securities.)"

II.B. Proposal to revise Neither Fund will "invest Neither Fund will
fundamental policy directly in real estate or "purchase or sell real
regarding interests in real estate; estate unless acquired as
investments in real however, the Funds may a result of ownership of
estate or interests invest in interests in securities or other
therein. debt securities secured by instruments, although it
real estate or interests may purchase securities
therein, or debt se- secured by real estate or
curities issued by interests therein, or
companies which invest in securities issued by
real estate or interests companies which invest in
therein." real estate or interests
therein."
</Table>

A-1

THE HARTFORD TAX-FREE MINNESOTA FUND

THE HARTFORD TAX-FREE NATIONAL FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.C. Proposal to revise Neither Fund will Neither Fund will
fundamental policy "purchase or sell physical "purchase or sell
regarding purchases commodities (such as commodities or com-
and sales of grains, livestock, etc.) modities contracts, except
commodities and or futures or options that [each] Fund may
commodities contracts thereon; purchase or sell financial
contracts. however, the Funds may futures contracts, options
purchase or sell any forms on financial futures
of financial instruments contracts and futures
or contracts that might be contracts, forward
deemed commodities." contracts, and options
with respect to foreign
currencies, and may enter
into swap transactions or
other financial
transactions of any kind."

II.D. Proposal to revise Neither Fund will "make Neither Fund will "make
fundamental policy loans to other persons, loans, except to the
regarding the making except that it may lend extent consistent with the
of loans to other its portfolio securities Investment Company Act of
persons. in an amount not to exceed 1940, as amended, and the
33 1/3% of the value of rules and regulations
its total assets thereunder, or as may
(including the amount otherwise be permitted
lent) if such loans are from time to time by
secured by collateral at regulatory authority."
least equal to the market
value of the securities
lent, provided that such
collateral shall be
limited to cash, secu-
rities issued or
guaranteed by the U.S.
Government or its agencies
or instrumentalities,
certificates of deposit or
other high-grade,
short-term obligations or
interest-bearing cash
equivalents. Loans shall
not be deemed to include
repurchase agreements or
the purchase or
acquisition of a portion
of an issue of notes,
bonds, debentures, or
other debt securities,
whether or not such
purchase or acquisition is
made upon the original
issuance of the
securities. ("Total
assets" of a Fund includes
the amount lent as well as
the collateral securing
such loans.)"
</Table>

A-2

THE HARTFORD TAX-FREE MINNESOTA FUND

THE HARTFORD TAX-FREE NATIONAL FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.I. Proposal to revise Neither Fund will Neither Fund will "borrow
fundamental policy "purchase securities on money or issue any class
regarding the margin or otherwise borrow of senior securities,
borrowing of money, money or issue senior except to the extent
issuing of senior securities, except that consistent with the
securities and the Fund, in accordance Investment Company Act of
purchasing with its investment 1940, as amended, and the
securities on mar- objectives and policies, rules and regulations
gin. may purchase securities on thereunder, or as may
a when-issued, delayed otherwise be permitted
delivery, or forward from time to time by
commitment basis regulatory authority."
(including the entering
into of "roll"
transactions). The Fund
may also obtain such
short-term credit as it
needs for the clearance of
securities transactions,
and may borrow from a bank
as a temporary measure to
facilitate redemptions
(but not for leveraging or
investment) in an amount
that does not exceed 10%
of the value of the Fund's
total assets. Investment
securities will not be
purchased while
outstanding bank
borrowings (including
"roll" transactions)
exceed 5% of the value of
the Fund's total assets."

II.M. Proposal to "At least 90% of the The current policy will be
eliminate municipal securities eliminated.
fundamental policy purchased by [each Fund]
regarding investment will be of 'investment
grade municipal grade' quality."
securities.
</Table>

A-3

THE HARTFORD GROWTH FUND
THE HARTFORD VALUE OPPORTUNITIES FUND

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.A. Proposal to revise Neither Fund will "concen- Neither Fund will
fundamental policy trate its investments, "purchase the securities
regarding investment that is, invest more than of any issuer (other than
concentrations 25% of the value of its securities issued or
within a particular assets in any particular guaranteed by the U.S.
industry. industry." government or any of its
agencies or
instrumentalities) if, as
a result, more than 25% of
the Fund's total assets
would be invested in the
securities of companies
whose principal business
activities are in the same
industry."

II.B. Proposal to revise Neither Fund will "invest Neither Fund will
fundamental policy directly in real estate or "purchase or sell real
regarding interests in real estate; estate unless acquired as
investments in real however, the Funds may a result of ownership of
estate or interests invest in interests in securities or other
therein. real estate investment instruments, although it
trusts, debt securities may purchase securities
secured by real estate or secured by real estate or
interests therein, or debt interests therein, or
or equity securities securities issued by
issued by companies which companies which invest in
invest in real estate or real estate or interests
interests therein." therein."

II.C. Proposal to revise Neither Fund will Neither Fund will
fundamental policy "purchase or sell physical "purchase or sell
regarding purchases commodities (such as commodities or com-
and sales of grains, livestock, etc.) modities contracts, except
commodities and or futures or options that the Fund may purchase
commodities contracts thereon; or sell financial futures
contracts. however, the Funds may contracts, options on
purchase or sell any forms financial futures
of financial instruments contracts and futures
or contracts that might be contracts, forward
deemed commodities." contracts, and options
with respect to foreign
currencies, and may enter
into swap transactions or
other financial
transactions of any kind."
</Table>

A-4

THE HARTFORD GROWTH FUND

THE HARTFORD VALUE OPPORTUNITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.D. Proposal to revise Neither Fund will "make Neither Fund will "make
fundamental policy loans to other persons, loans, except to the
regarding the making except that it may lend extent consistent with the
of loans to other its portfolio securities Investment Company Act of
persons. in an amount not to exceed 1940, as amended, and the
33 1/3% of the value of rules and regulations
the Fund's total assets thereunder, or as may
(including the amount otherwise be permitted
lent) if such loans are from time to time by
secured by collateral at regulatory authority."
least equal to the market
value of the securities
lent, provided that such
collateral shall be
limited to cash,
securities issued or
guaranteed by the U.S.
Government or its agen-
cies or instrumentalities,
certificates of deposit or
other high-grade, short
term obligations or
interest-bearing cash
equivalents. Loans shall
not be deemed to include
repurchase agreements or
the purchase or
acquisition of a portion
of an issue of notes,
bonds, debentures, or
other debt securities,
whether or not such
purchase or acquisition is
made upon the original
issuance of the
securities. ('Total
assets' of the Fund
includes the amount lent
as well as the collateral
securing such loans.)"
</Table>

A-5

THE HARTFORD GROWTH FUND

THE HARTFORD VALUE OPPORTUNITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.I. Proposal to revise Neither Fund will Neither Fund will "borrow
fundamental policies "purchase securities on money or issue any class
regarding the margin or otherwise borrow of senior securities,
borrowing of money, money, except that the except to the extent
issuing of senior Fund, in accordance with consistent with the
securities and its investment objectives Investment Company Act of
purchasing and policies, may purchase 1940, as amended, and the
securities on securities on a rules and regulations
margin. when-issued, delayed thereunder, or as may
delivery, or forward otherwise be permitted
commitment basis, and may from time to time by
make margin deposits in regulatory authority."
connection with dealing in
commodities or options
thereon. The Fund may also
obtain such short-term
credit as it needs for the
clearance of securities
transactions, and may
borrow from a bank as a
temporary measure to
facilitate redemptions
(but not for leveraging or
investment) an amount that
does not exceed 10% of the
value of the Fund's total
assets. Investment
securities will not be
purchased while
outstanding borrowings
(including 'roll'
transactions) exceed 5% of
the value of the Fund's
total assets."
Neither Fund will "issue
senior securities (as
defined in the 1940 Act)
other than as set forth in
[the restriction]
concerning borrowing and
except to the extent that
using options and futures
contracts or purchasing or
selling securities on a
when issued, delayed
delivery, or forward
commitment basis
(including the entering
into of roll trans-
actions) may be deemed to
constitute issuing a
senior security."
</Table>

A-6

THE HARTFORD GROWTH OPPORTUNITIES FUND

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.A. Proposal to revise The Fund will not "concen- The Fund will not
fundamental policy trate its investment in a "purchase the securities
regarding investment particular industry, as of any issuer (other than
concentrations that term is used in the securities issued or
within a particular Investment Company Act of guaranteed by the U.S.
industry. 1940, as amended, and as government or any of its
interpreted or modified agencies or
from time to time by any instrumentalities) if, as
regulatory authority a result, more than 25% of
having jurisdiction. For the Fund's total assets
purposes of this limita- would be invested in the
tion, the U.S. Government, securities of companies
and state or municipal whose principal business
governments and their activities are in the same
political subdivisions are industry."
not considered members of
any industry."

II.B. Proposal to revise The Fund will not The Fund will not
fundamental policy "purchase or sell real "purchase or sell real
regarding estate unless acquired as estate unless acquired as
investments in real a result of ownership of a result of ownership of
estate or interests securities or other securities or other
therein. instruments, but this instruments, although it
shall not prevent the Fund may purchase securities
from investing in secured by real estate or
securities or other in- interests therein, or
struments backed by real securities issued by
estate or interests companies which invest in
therein or in securities real estate or interests
of companies that deal in therein."
real estate or mortgages."

II.C. Proposal to revise The Fund will not The Fund will not
fundamental policy "purchase physical "purchase or sell
regarding purchases commodities or contracts commodities or com-
and sales of relating to physical modities contracts, except
commodities and commodities." that the Fund may purchase
commodities or sell financial futures
contracts. contracts, options on
financial futures
contracts and futures
contracts, forward
contracts, and options
with respect to foreign
currencies, and may enter
into swap transactions or
other financial
transactions of any kind."
</Table>

A-7

THE HARTFORD GROWTH OPPORTUNITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.D. Proposal to revise The Fund will not "make The Fund will not "make
fundamental policy loans except as permitted loans, except to the
regarding the making under the Investment Com- extent consistent with the
of loans to other pany Act of 1940, as Investment Company Act of
persons. amended, and as 1940, as amended, and the
interpreted or modified rules and regulations
from time to time by any thereunder, or as may
regulatory authority otherwise be permitted
having jurisdiction." from time to time by
regulatory authority."

II.I. Proposal to revise The Fund will not "borrow The Fund will not "borrow
fundamental policies money or issue senior money or issue any class
regarding the securities, except as of senior securities,
borrowing of money, permitted under the except to the extent
issuing of senior Investment Company Act of consistent with the
securities and 1940, as amended, and as Investment Company Act of
purchasing interpreted or modified 1940, as amended, and the
securities on from time to time by any rules and regulations
margin. regulatory authority thereunder, or as may
having jurisdiction." otherwise be permitted
from time to time by
regulatory authority."
</Table>

A-8

THE HARTFORD SMALLCAP GROWTH FUND

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.A. Proposal to revise The Fund will not "concen- The Fund will not
fundamental policy trate its investments in "purchase the securities
regarding investment any particular industry, of any issuer (other than
concentrations except that (i) it may securities issued or
within a particular invest up to 25% of the guaranteed by the U.S.
industry. value of its total assets government or any of its
in any particular indus- agencies or
try, and (ii) there is no instrumentalities) if, as
limitation with respect to a result, more than 25% of
investments in obligations the Fund's total assets
issued or guaranteed by would be invested in the
the U.S. Government or its securities of companies
agencies and whose principal business
instrumentalities, or activities are in the same
obligations of domestic industry."
commercial banks. As to
utility companies, gas,
electric, water and
telephone companies will
be considered as separate
industries. As to fi-
nance companies, the
following categories will
be considered as separate
industries: (a) captive
automobile finance, such
as General Motors
Acceptance Corp. and Ford
Motor Credit Corp.; (b)
captive equipment fi-
nance companies, such as
Honeywell Finance Corpora-
tion and General Electric
Credit Corp.; (c) captive
retail finance companies,
such as Macy Credit Corp.
and Sears Roebuck
Acceptance Corp.; (d)
consumer loan companies,
such as Beneficial Finance
Corporation and Household
Finance Corporation; (e)
diversified finance
companies such as CIT Fi-
nancial Corp., Commercial
Credit Corporation and
Borg Warner Acceptance
Corp.; and (f) captive oil
finance companies, such as
Shell Credit, Inc., Mobil
Oil Credit Corp. and
Texaco Financial Services,
Inc."
</Table>

A-9

THE HARTFORD SMALLCAP GROWTH FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.B. Proposal to revise The Fund will not "invest The Fund will not
fundamental policy in real estate, except the "purchase or sell real
regarding Fund may invest in estate unless acquired as
investments in real securities issued by a result of ownership of
estate or interests companies owning real securities or other
therein. estate or interests instruments, although it
therein." may purchase securities
secured by real estate or
interests therein, or
securities issued by
companies which invest in
real estate or interests
therein."

II.C. Proposal to revise The Fund will not "invest The Fund will not
fundamental policy in commodities or "purchase or sell
regarding purchases commodity contracts, other commodities or com-
and sales of than for hedging purposes modities contracts, except
commodities and only." that the Fund may purchase
commodities or sell financial futures
contracts. contracts, options on
financial futures
contracts and futures
contracts, forward
contracts, and options
with respect to foreign
currencies, and may enter
into swap transactions or
other financial
transactions of any kind"

II.D. Proposal to revise The Fund will not "make The Fund will not "make
fundamental policy loans to other persons. loans, except to the
regarding the making Repurchase agreements, the extent consistent with the
of loans to other lending of securities and Investment Company Act of
persons. the acquiring of debt 1940, as amended, and the
securities in accordance rules and regulations
with the Prospectus and thereunder, or as may
Statement of Additional otherwise be permitted
Information are not from time to time by
considered to be 'loans' regulatory authority."
for this purpose."

II.E. Proposal to The Fund will not The current policy will be
eliminate "mortgage, pledge or eliminated.
fundamental policy hypothecate its assets,
regarding the except in an amount not
mortgage of assets. exceeding 10% of the value
of its total assets to
secure temporary or
emergency borrowing."

II.F. Proposal to The Fund will not The current policy will be
eliminate "participate on a joint or eliminated.
fundamental policy a joint and several basis
regarding in any securities trading
participation in account."
securities trading
accounts.
</Table>

A-10

THE HARTFORD SMALLCAP GROWTH FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.G. Proposal to The Fund will not The current policy will be
eliminate "purchase from or sell to eliminated.
fundamental policy any officer, director, or
regarding certain employee of the Company,
purchases from and or the Fund's adviser or
sales to officers, underwriter, or any of
directors and their officers or
employees. directors, any securities
other than shares of the
Fund's common stock."

II.H. Proposal to The Fund will not "make The current policy will be
eliminate short sales, except for eliminated.
fundamental policy sales 'against the box.'
regarding short While a short sale is made
sales. by selling a security the
Fund does not own, a short
sale is 'against the box'
to the extent that the
Fund contemporaneously
owns or has the right to
obtain securities
identical to those sold
short at no added cost."
</Table>

A-11

THE HARTFORD SMALLCAP GROWTH FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.I. Proposal to revise The Fund will not The Fund will not "borrow
fundamental policies "purchase securities on money or issue any class
regarding the margin or otherwise borrow of senior securities,
borrowing of money, money or issue senior except to the extent
issuing of senior securities, except that consistent with the
securities and the Fund, in accordance Investment Company Act of
purchasing with its investment 1940, as amended, and the
securities on objectives and policies, rules and regulations
margin. may purchase securities on thereunder, or as may
a when-issued and delayed otherwise be permitted
delivery basis, within the from time to time by
limitations set forth in regulatory authority."
the Prospectus and
Statement of Additional
Information. The Fund may
also obtain such
short-term credit as it
needs for the clearance of
securities transactions,
and may borrow from banks,
for the account of the
Fund, as a temporary
measure to facilitate
redemptions (but not for
leveraging or investment)
an amount that does not
exceed 10% of the value of
the Fund's total assets.
No additional investment
securities may be
purchased by the Fund
while outstanding bor-
rowings exceed 5% of the
value of the Fund's total
assets."
</Table>

A-12

THE HARTFORD U.S. GOVERNMENT SECURITIES FUND

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.A. Proposal to revise The Fund will not "invest The Fund will not
fundamental policy 25% or more of the value "purchase the securities
regarding investment of its total assets in the of any issuer (other than
concentrations securities of issuers securities issued or
within a particular conducting their principal guaranteed by the U.S.
industry. business activities in the government or any of its
same industry, provided agencies or
that this limitation does instrumentalities) if, as
not apply to securities a result, more than 25% of
issued, guaranteed, the Fund's total assets
insured, or collateralized would be invested in the
by the U.S. Government or securities of companies
its agencies or whose principal business
instrumentalities." activities are in the same
industry."

II.B. Proposal to revise The Fund will not The Fund will not
fundamental policy "purchase or sell real "purchase or sell real
regarding estate." estate unless acquired as
investments in real a result of ownership of
estate or interests securities or other
therein. instruments, although it
may purchase securities
secured by real estate or
interests therein, or
securities issued by
companies which invest in
real estate or interests
therein."

II.C. Proposal to revise The Fund will not The Fund will not
fundamental policy "purchase or sell "purchase or sell
regarding purchases commodities or commodity commodities or com-
and sales of contracts." modities contracts, except
commodities and that the Fund may purchase
commodities or sell financial futures
contracts. contracts, options on
financial futures
contracts and futures
contracts, forward
contracts, and options
with respect to foreign
currencies, and may enter
into swap transactions or
other financial
transactions of any kind."
</Table>

A-13

THE HARTFORD U.S. GOVERNMENT

SECURITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.D. Proposal to revise The Fund will not "make The Fund will not "make
fundamental policy loans to other persons loans, except to the
regarding the making except to enter into extent consistent with the
of loans to other repurchase agreements and Investment Company Act of
persons. except that the Fund may 1940, as amended, and the
lend its portfolio rules and regulations
securities if such loans thereunder, or as may
are secured by collateral otherwise be permitted
equal to at least the from time to time by
market value of the regulatory authority."
securities lent, provided
that such collateral shall
be limited to cash,
securities issued or
guaranteed by
the U.S. Government or its
agencies or
instrumentalities,
certificates of deposit or
other high-grade,
short-term obligations or
interest-bearing cash
equivalents, and provided
further that such loans
may not be made if, as a
result, the aggregate of
such loans would exceed
fifty percent of the value
of the Fund's total as-
sets excluding collateral
securing such loans taken
at current value. The
purchase of a portion of
an issue of publicly
distributed bonds,
debentures, or other debt
securities will not be
considered the making of a
loan. Fund assets may be
invested in repurchase
agreements in connection
with interest bearing debt
securities which may
otherwise be purchased by
the Fund, provided that
the Fund will not enter
into repurchase agreements
if, as a result thereof,
more than 10% of the
Fund's total assets valued
at the time of the
transaction would be
subject to repurchase
agreements maturing in
more than seven days."
</Table>

A-14

THE HARTFORD U.S. GOVERNMENT

SECURITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.E. Proposal to The Fund will not The current policy will be
eliminate "mortgage, pledge, or eliminated.
fundamental policy hypothecate its assets,
regarding the except in an amount not
mortgage of assets. exceeding 10% of the value
of its total assets to
secure temporary or
emergency borrowing."

II.G. Proposal to The Fund will not The current policy will be
eliminate "purchase from or sell to eliminated.
fundamental policy any officer, director, or
regarding certain employee of the Fund, or
purchases from and its adviser or under-
sales to officers, writer, or any of their
directors and officers or directors, any
employees. securities other than
shares of the Fund's
common stock."

A-15

THE HARTFORD U.S. GOVERNMENT

SECURITIES FUND -- (CONTINUED)

<Table>
<Caption>
PROPOSAL CURRENT POLICY REVISED POLICY
- -------- -------------- --------------

II.I. Proposal to revise The Fund will not "borrow The Fund will not "borrow
fundamental policies money, except from banks money or issue any class
regarding the for temporary or emergency of senior securities,
borrowing of money, purposes in an amount not except to the extent
issuing of senior exceeding 5% of the value consistent with the
securities and of its total assets." Investment Company Act of
purchasing 1940, as amended, and the
securities on The Fund will not "issue rules and regulations
margin. any senior securities as thereunder, or as may
defined in the 1940 Act." otherwise be permitted
from time to time by
The Fund will not regulatory authority."
"purchase securities on
margin, except that it may
obtain such short-term
credits as may be neces-
sary for the clearance of
purchases or sales of
securities."

II.J. Proposal to The Fund will not The current policy will be
eliminate "purchase or retain the eliminated.
fundamental policy securities of any issuer,
regarding the if, to the Fund's
purchase of knowledge, those officers
securities of or directors of the Fund
issuers where or of its investment
officers or direc- adviser who individually
tors own certain own beneficially more than
beneficial amounts. 1/2 of 1% of the
outstanding securities of
such issuer, together
owned beneficially more
than 5% of such
outstanding securities."

II.K. Proposal to The Fund will not "invest The current policy will be
eliminate in puts, calls, or eliminated.
fundamental policy combinations thereof."
regarding
investments in puts
and calls.

II.L. Proposal to The Fund will not "invest The current policy will be
eliminate more than 10% of its total eliminated.
fundamental policy assets in repurchase
regarding agreements maturing in
investments in more than seven days."
repurchase
agreements.
</Table>

A-16

THE HARTFORD MUTUAL FUNDS II, INC.
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL-FREE 1-888-221-0697
OR LOG ON TO WWW.PROXYWEB.COM

This proxy will be voted as instructed on the matters set forth below. IF NO
CHOICE IS SPECIFIED, THIS PROXY WILL BE VOTED FOR ALL NOMINEES FOR DIRECTOR AND
FOR EACH OF THE OTHER PROPOSALS. IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED
TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING AND ANY
ADJOURNMENTS OR POSTPONEMENTS OF THE MEETING. If a nominee for Director is
unable to serve or will not serve, the persons named as Proxies may vote all of
the shares represented hereby for the election of a substitute nominee. A
shareholder wishing to vote in accordance with the Board of Directors'
recommendations need only sign and date this proxy and return it in the envelope
provided.

*** CONTROL NUMBER: [Number] ***

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

THE HARTFORD MUTUAL FUNDS II, INC. THIS PROXY IS SOLICITED ON BEHALF
[NAME OF FUND] OF THE BOARD OF DIRECTORS

The undersigned appoints David M. Znamierowski, Kevin J. Carr, Michael J.
Radmer, Scott R. Plummer, Tamara L. Fagely and Robert W. Beltz, Jr. or each of
them separately with power to act without the others and with the right of
substitution in each, the proxies of the undersigned to vote, as designated
herein, all shares of the Fund named above (the "Fund") held by the undersigned
on May 7, 2002, at a Joint Special Meeting of Shareholders of the Fund, to be
held at the offices of Hartford Investment Financial Services, LLC, 200
Hopmeadow Street, Simsbury, Connecticut, 06089 on July 16, 2002 at 10:00 a.m.,
Eastern time, and at any adjournment thereof, with all powers the undersigned
would possess if present in person. All previous proxies given with respect to
the meeting are hereby revoked.

The undersigned hereby acknowledge(s) receipt of a copy of the accompanying
Notice of Joint Special Meeting of Shareholders and the Proxy Statement with
respect thereto. This proxy may be revoked at any time before it is exercised.

Date
-------------------------

PLEASE VOTE, DATE AND SIGN AND PROMPTLY RETURN
THIS PROXY IN THE ENCLOSED ENVELOPE
------------------------------------------------

------------------------------------------------
Shareholder(s) signs here
Please sign exactly as name appears to the left.
When signing as attorney, executor, administrator,
trustee or guardian, please give full title as
such. If signing for a corporation, please sign in
full corporate name by authorized person. If a
partnership, please sign in partnership name by
authorized person.

MUTUAL FUNDS II

HAS YOUR _____________________ DO YOU __________________________
ADDRESS _____________________ HAVE ANY __________________________
CHANGED? _____________________ COMMENTS? __________________________

PLEASE FILL IN BOX(ES) AS SHOWN USING BLACK OR BLUE INK
OR NUMBER 2 PENCIL. [X]
PLEASE DO NOT USE FINE POINT PENS.

PLEASE REFER TO YOUR PROXY STATEMENT FOR A COMPLETE DISCUSSION OF THE PROPOSALS APPLICABLE TO YOUR FUND.

I. To elect the following Nominees to the Board of Directors: (01) Winifred FOR WITHHOLD FOR ALL
Ellen Coleman, (02) Dr. Robert M. Gavin, (03) Duane E. Hill, (04) William ALL ALL EXCEPT *
Atchison O'Neill, (05) Phillip O. Peterson, (06) Millard Handley Pryor,
Jr., (07) Lowndes Andrew Smith, (08) John Kelley Springer, and (09) David
M. Znamierowski
* TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE MARK THE [ ] [ ] [ ] I.
BOX "FOR ALL EXCEPT" AND WRITE THE NOMINEE'S NUMBER ON THE LINE
BELOW.
---------------------------------------------------------------------------------
II. To approve proposals to eliminate or revise certain fundamental investment
policies of the Funds.(Letters correspond to letter designations in the
Proxy Statement.)

FOR AGAINST ABSTAIN
--- ------- -------
A. Proposal to revise fundamental policy regarding investment concentrations
within a particular industry. [ ] [ ] [ ] A.

B. Proposal to revise fundamental policy regarding investments in real estate
or interests therein. [ ] [ ] [ ] B.

C. Proposal to revise fundamental policy regarding purchases and sales of
commodities and commodities contracts. [ ] [ ] [ ] C.

D. Proposal to revise fundamental policy regarding the making of loans to
other persons. [ ] [ ] [ ] D.

I. Proposal to revise fundamental policies regarding the borrowing of money,
issuing of senior securities and purchasing securities on margin. [ ] [ ] [ ] I.

M. Proposal to eliminate fundamental policy regarding investment grade
municipal securities. [ ] [ ] [ ] M.

MARK BOX AT RIGHT IF AN ADDRESS CHANGE OR COMMENT HAS BEEN NOTED ABOVE. [ ]

HMII-TAX-FREE

THE HARTFORD MUTUAL FUNDS II, INC.
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL-FREE 1-888-221-0697
OR LOG ON TO WWW.PROXYWEB.COM

*** CONTROL NUMBER: [Number] ***

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

THE HARTFORD MUTUAL FUNDS II, INC. THIS PROXY IS SOLICITED ON BEHALF
OF THE BOARD OF DIRECTORS

[NAME OF FUND]

Date
---------------------------

PLEASE VOTE, DATE AND SIGN AND PROMPTLY RETURN
THIS PROXY IN THE ENCLOSED ENVELOPE
-------------------------------------------------

-------------------------------------------------
Shareholder(s) signs here
Please sign exactly as name appears to the left.
When signing as attorney, executor, administrator,
trustee or guardian, please give full title as
such. If signing for a corporation, please sign in
full corporate name by authorized person. If a
partnership, please sign in partnership name by
authorized person.

MUTUAL FUNDS II

HAS YOUR _____________________ DO YOU __________________________
ADDRESS _____________________ HAVE ANY __________________________
CHANGED? _____________________ COMMENTS? __________________________

PLEASE FILL IN BOX(ES) AS SHOWN USING BLACK OR BLUE INK
OR NUMBER 2 PENCIL. [X]
PLEASE DO NOT USE FINE POINT PENS.

<Table>
<Caption>
PLEASE REFER TO YOUR PROXY STATEMENT FOR A COMPLETE DISCUSSION OF THE PROPOSALS APPLICABLE TO YOUR FUND.

-------------------------------------------------------------------------------
II. To approve proposals to eliminate or revise certain fundamental investment
policies of the Funds.(Letters correspond to letter designations in the
Proxy Statement.)

FOR AGAINST ABSTAIN
--- ------- -------
A. Proposal to revise fundamental policy regarding investment concentrations
within a particular industry. [ ] [ ] [ ] A.

B. Proposal to revise fundamental policy regarding investments in real estate
or interests therein. [ ] [ ] [ ] B.

C. Proposal to revise fundamental policy regarding purchases and sales of
commodities and commodities contracts. [ ] [ ] [ ] C.

D. Proposal to revise fundamental policy regarding the making of loans to
other persons. [ ] [ ] [ ] D.

I. Proposal to revise fundamental policies regarding the borrowing of money,
issuing of senior securities and purchasing securities on margin. [ ] [ ] [ ] I.

MARK BOX AT RIGHT IF AN ADDRESS CHANGE OR COMMENT HAS BEEN NOTED ABOVE. [ ]

HMII-GROWTH/VALUE

THE HARTFORD MUTUAL FUNDS II, INC.
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL-FREE 1-888-221-0697
OR LOG ON TO WWW.PROXYWEB.COM

*** CONTROL NUMBER: [Number] ***

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

THE HARTFORD MUTUAL FUNDS II, INC. THIS PROXY IS SOLICITED ON BEHALF
OF THE BOARD OF DIRECTORS

[NAME OF FUND]

Date
---------------------------

PLEASE VOTE, DATE AND SIGN AND PROMPTLY RETURN
THIS PROXY IN THE ENCLOSED ENVELOPE
-------------------------------------------------

MUTUAL FUNDS II

HAS YOUR _____________________ DO YOU __________________________
ADDRESS _____________________ HAVE ANY __________________________
CHANGED? _____________________ COMMENTS? __________________________

PLEASE FILL IN BOX(ES) AS SHOWN USING BLACK OR BLUE INK
OR NUMBER 2 PENCIL. [X]
PLEASE DO NOT USE FINE POINT PENS.

<Table>
PLEASE REFER TO YOUR PROXY STATEMENT FOR A COMPLETE DISCUSSION OF THE PROPOSALS APPLICABLE TO YOUR FUND.

I. To elect the following Nominees to the Board of Directors: (01) Winifred FOR WITHHOLD FOR ALL
Ellen Coleman, (02) Dr. Robert M. Gavin, (03) Duane E. Hill, (04) William ALL ALL EXCEPT *
Atchison O'Neill, (05) Phillip O. Peterson, (06) Millard Handley Pryor, --- --- --------
Jr., (07) Lowndes Andrew Smith, (08) John Kelley Springer, and (09) David
M. Znamierowski
* TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE MARK THE [ ] [ ] [ ] I.
BOX "FOR ALL EXCEPT" AND WRITE THE NOMINEE'S NUMBER ON THE LINE
BELOW.
------------------------------------------------------------------------------

A. Proposal to revise fundamental policy regarding investment concentrations
within a particular industry. [ ] [ ] [ ] A.

B. Proposal to revise fundamental policy regarding investments in real estate
or interests therein. [ ] [ ] [ ] B.

C. Proposal to revise fundamental policy regarding purchases and sales of
commodities and commodities contracts. [ ] [ ] [ ] C.

D. Proposal to revise fundamental policy regarding the making of loans to
other persons. [ ] [ ] [ ] D.

E. Proposal to eliminate fundamental policy regarding the mortgage of
assets. [ ] [ ] [ ] E.

F. Proposal to eliminate fundamental policy regarding participation in
securities trading accounts. [ ] [ ] [ ] F.

G. Proposal to eliminate fundamental policy regarding certain purchases
from and sales to officers, directors and employees. [ ] [ ] [ ] G.

H. Proposal to eliminate fundamental policy regarding short sales. [ ] [ ] [ ] H.

I. Proposal to revise fundamental policies regarding the borrowing of money,
issuing of senior securities and purchasing securities on margin. [ ] [ ] [ ] I.

MARK BOX AT RIGHT IF AN ADDRESS CHANGE OR COMMENT HAS BEEN NOTED ABOVE. [ ]

HMII-SMALL CAP

THE HARTFORD MUTUAL FUNDS II, INC.
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL-FREE 1-888-221-0697
OR LOG ON TO WWW.PROXYWEB.COM

*** CONTROL NUMBER: [Number] ***

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

THE HARTFORD MUTUAL FUNDS II, INC. THIS PROXY IS SOLICITED ON BEHALF
OF THE BOARD OF DIRECTORS

[NAME OF FUND]

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

Date
---------------------------

PLEASE VOTE, DATE AND SIGN AND PROMPTLY RETURN
THIS PROXY IN THE ENCLOSED ENVELOPE
-------------------------------------------------

MUTUAL FUNDS II

HAS YOUR _____________________ DO YOU __________________________
ADDRESS _____________________ HAVE ANY __________________________
CHANGED? _____________________ COMMENTS? __________________________

PLEASE FILL IN BOX(ES) AS SHOWN USING BLACK OR BLUE INK
OR NUMBER 2 PENCIL. [X]
PLEASE DO NOT USE FINE POINT PENS.

PLEASE REFER TO YOUR PROXY STATEMENT FOR A COMPLETE DISCUSSION OF THE PROPOSALS APPLICABLE TO YOUR FUND.

I. To elect the following Nominees to the Board of Directors: (01) Winifred FOR WITHHOLD FOR ALL
Ellen Coleman, (02) Dr. Robert M. Gavin, (03) Duane E. Hill, (04) William ALL ALL EXCEPT *
Atchison O'Neill, (05) Phillip O. Peterson, (06) Millard Handley Pryor, --- --- --------
Jr., (07) Lowndes Andrew Smith, (08) John Kelley Springer, and (09) David
M. Znamierowski
* TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE MARK THE [ ] [ ] [ ] I.
BOX "FOR ALL EXCEPT" AND WRITE THE NOMINEE'S NUMBER ON THE LINE
BELOW.
------------------------------------------------------------------------------

II. To approve proposals to eliminate or revise certain fundamental investment
policies of the Funds.(Letters correspond to letter designations in the
Proxy Statement.)
FOR AGAINST ABSTAIN
--- ------- -------
A. Proposal to revise fundamental policy regarding investment concentrations
within a particular industry. [ ] [ ] [ ] A.

B. Proposal to revise fundamental policy regarding investments in real estate
or interests therein. [ ] [ ] [ ] B.

C. Proposal to revise fundamental policy regarding purchases and sales of
commodities and commodities contracts. [ ] [ ] [ ] C.

D. Proposal to revise fundamental policy regarding the making of loans to
other persons. [ ] [ ] [ ] D.

E. Proposal to eliminate fundamental policy regarding the mortgage of assets. [ ] [ ] [ ] E.

F. Proposal to eliminate fundamental policy regarding participation in
securities trading accounts. [ ] [ ] [ ] F.

G. Proposal to eliminate fundamental policy regarding certain purchases from
and sales to officers, directors and employees. [ ] [ ] [ ] G.

H. Proposal to eliminate fundamental policy regarding short sales. [ ] [ ] [ ] H.

I. Proposal to revise fundamental policies regarding the borrowing of money,
issuing of senior securities and purchasing securities on margin. [ ] [ ] [ ] I.

J. Proposal to eliminate fundamental policy regarding the purchase of
securities of issuers where officers or directors own certain beneficial
amounts. [ ] [ ] [ ] J.

K. Proposal to eliminate fundamental policy regarding investments in puts and
calls. [ ] [ ] [ ] K.

L. Proposal to eliminate fundamental policy regarding investments in
repurchase agreements. [ ] [ ] [ ] L.

MARK BOX AT RIGHT IF AN ADDRESS CHANGE OR COMMENT HAS BEEN NOTED ABOVE. [ ]

HMII-US GOV

FORTIS SECURITIES, INC.
VOTE TODAY BY MAIL,
TOUCH-TONE PHONE OR THE INTERNET
CALL TOLL-FREE 1-888-221-0697
OR LOG ON TO WWW.PROXYWEB.COM

This proxy will be voted as instructed on the matters set forth below. IF NO
CHOICE IS SPECIFIED, THIS PROXY WILL BE VOTED FOR ALL NOMINEES FOR DIRECTOR. IN
THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS
MAY PROPERLY COME BEFORE THE MEETING AND ANY ADJOURNMENTS OR POSTPONEMENTS OF
THE MEETING. If a nominee for Director is unable to serve or will not serve, the
persons named as Proxies may vote all of the shares represented hereby for the
election of a substitute nominee. A shareholder wishing to vote in accordance
with the Board of Directors' recommendations need only sign and date this proxy
and return it in the envelope provided.

*** CONTROL NUMBER: [Number] ***

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

FORTIS SECURITIES, INC. THIS PROXY IS SOLICITED ON BEHALF
OF THE BOARD OF DIRECTORS

Date
---------------------------

PLEASE VOTE, DATE AND SIGN AND PROMPTLY RETURN
THIS PROXY IN THE ENCLOSED ENVELOPE
-------------------------------------------------

116

HAS YOUR _____________________ DO YOU __________________________
ADDRESS _____________________ HAVE ANY __________________________
CHANGED? _____________________ COMMENTS? __________________________

PLEASE FILL IN BOX(ES) AS SHOWN USING BLACK OR BLUE INK
OR NUMBER 2 PENCIL. [X]
PLEASE DO NOT USE FINE POINT PENS.

<Table>
PLEASE REFER TO YOUR PROXY STATEMENT FOR A COMPLETE DISCUSSION OF THIS PROPOSAL.

I. To elect the following Nominees to the Board of Directors: (01) Winifred FOR WITHHOLD FOR ALL
Ellen Coleman, (02) Dr. Robert M. Gavin, (03) Duane E. Hill, (04) William ALL ALL EXCEPT *
Atchison O'Neill, (05) Phillip O. Peterson, (06) Millard Handley Pryor, --- --- --------
Jr., (07) Lowndes Andrew Smith, (08) John Kelley Springer, and (09) David
M. Znamierowski [ ] [ ] [ ] I.
* TO WITHHOLD AUTHORITY TO VOTE FOR ANY INDIVIDUAL NOMINEE MARK THE
BOX "FOR ALL EXCEPT" AND WRITE THE NOMINEE'S NUMBER ON THE LINE
BELOW.
-----------------------------------------------------------------------------

MARK BOX AT RIGHT IF AN ADDRESS CHANGE OR COMMENT HAS BEEN NOTED ABOVE. [ ]

116

[LOGO]
The Hartford Financial Services

INTERNET PROXY VOTING SERVICE
PROXY CARD
HARTFORD MUTUAL FUNDS II, INC.
[NAME OF FUND]

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

PROXY FOR SPECIAL JOINT MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

I/We appoint David M. Znamierowski, Kevin J. Carr, Michael J. Radmer, Scott R.
Plummer, Tamara L. Fagely and Robert W. Beltz, Jr. or each of them separately
with power to act without the others and with the right of substitution in each,
my/our proxies to vote, as designated herein, all shares of the Fund named above
(the "Fund") held by me/us on May 7, 2002, at a Joint Special Meeting of
Shareholders of the Fund, to be held at the offices of Hartford Investment
Financial Services, LLC, 200 Hopmeadow Street, Simsbury, Connecticut, 06089 on
July 16, 2002 at 10:00 a.m., Eastern time, and at any adjournment thereof, with
all powers I/we would possess if present in person.

All previous proxies given with respect to the meeting are hereby revoked.
Receipt of the Notice of Joint Special Meeting of Shareholders and the Proxy
Statement is acknowledged by submission of this proxy. This proxy may be revoked
at any time before it is exercised.

When using `For all except' response, enter the number(s) of the nominee(s) you
wish to withhold on, separated by a comma, in the text field.

PROPOSAL 1. TO ELECT THE FOLLOWING NOMINEES TO THE BOARD OF [ ] FOR ALL
DIRECTORS:
(01) WINIFRED ELLEN COLEMAN, [ ] WITHHOLD ALL
(02) DR. ROBERT M. GAVIN,
(03) DUANE E. HILL, [ ] FOR ALL EXCEPT:
(04) WILLIAM ATCHISON O'NEILL,
(05) PHILLIP O. PETERSON,
(06) MILLARD HANDLEY PRYOR, JR.,
(07) LOWNDES ANDREW SMITH,
(08) JOHN KELLEY SPRINGER AND
(09) DAVID M. ZNAMIEROWSKI
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2. TO APPROVE PROPOSALS TO ELIMINATE OR REVISE
CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF THE
FUNDS. (LETTERS CORRESPOND TO LETTER
DESIGNATIONS IN THE PROXY STATEMENT.)
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2a. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENT CONCENTRATIONS WITHIN A PARTICULAR
INDUSTRY.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2b. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENTS IN REAL ESTATE OR INTERESTS THEREIN.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2c. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
PURCHASES AND SALES OF COMMODITIES AND
COMMODITIES CONTRACTS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2d. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE MAKING OF LOANS TO OTHER PERSONS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2i. PROPOSAL TO REVISE FUNDAMENTAL POLICIES REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE BORROWING OF MONEY, ISSUING OF SENIOR
SECURITIES AND PURCHASING SECURITIES ON MARGIN.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2m. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING INVESTMENT GRADE MUNICIPAL SECURITIES.
- -------------------------------------------------------------------------------------------------------------------------

PLEASE REFER TO THE PROXY STATEMENT FOR A DISCUSSION OF EACH OF THESE MATTERS.

To receive an optional email confirmation, enter your email address here:

---------------------------------

PLEASE REVIEW YOUR SELECTIONS CAREFULLY BEFORE
SUBMITTING YOUR PROXY. IF YOU SUBMIT THE SAME PROXY MORE THAN ONCE,
ONLY YOUR LAST (MOST RECENT) PROXY WILL BE CONSIDERED VALID.

Press this button to Submit your Proxy

[LOGO]
The Hartford Financial Services

INTERNET PROXY VOTING SERVICE
PROXY CARD
HARTFORD MUTUAL FUNDS II, INC.
[NAME OF FUND]

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

When using `For all except' response, enter the number(s) of the nominee(s) you
wish to withhold on, separated by a comma, in the text field.

PLEASE REFER TO THE PROXY STATEMENT FOR A DISCUSSION OF EACH OF THESE MATTERS.

To receive an optional email confirmation, enter your email address here:

---------------------------------

PLEASE REVIEW YOUR SELECTIONS CAREFULLY BEFORE SUBMITTING YOUR PROXY. IF YOU
SUBMIT THE SAME PROXY MORE THAN ONCE, ONLY YOUR LAST (MOST RECENT) PROXY WILL BE
CONSIDERED VALID.

Press this button to Submit your Proxy

[LOGO]
The Hartford Financial Services

INTERNET PROXY VOTING SERVICE
PROXY CARD
HARTFORD MUTUAL FUNDS II, INC.
[NAME OF FUND]

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

When using 'For all except' response, enter the number(s) of the nominee(s) you
wish to withhold on, separated by a comma, in the text field.

PROPOSAL 1. TO ELECT THE FOLLOWING NOMINEES TO THE BOARD OF [ ] FOR ALL
DIRECTORS:
(01) WINIFRED ELLEN COLEMAN, [ ] WITHHOLD ALL
(02) DR. ROBERT M. GAVIN,
(03) DUANE E. HILL, [ ] FOR ALL EXCEPT:
(04) WILLIAM ATCHISON O'NEILL,
(05) PHILLIP O. PETERSON,
(06) MILLARD HANDLEY PRYOR, JR.,
(07) LOWNDES ANDREW SMITH,
(08) JOHN KELLEY SPRINGER AND
(09) DAVID M. ZNAMIEROWSKI
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2. TO APPROVE PROPOSALS TO ELIMINATE OR REVISE
CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF THE
FUNDS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2a. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENT CONCENTRATIONS WITHIN A PARTICULAR
INDUSTRY.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2b. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENTS IN REAL ESTATE OR INTERESTS THEREIN.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2c. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
PURCHASES AND SALES OF COMMODITIES AND
COMMODITIES CONTRACTS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2d. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE MAKING OF LOANS TO OTHER PERSONS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2e. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING THE MORTGAGE OF ASSETS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2f. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING PARTICIPATION IN SECURITIES TRADING
ACCOUNTS.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2g. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING CERTAIN PURCHASES FROM AND SALES TO
OFFICERS, DIRECTORS AND EMPLOYEES.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2h. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING SHORT SALES.
- -------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2i. PROPOSAL TO REVISE FUNDAMENTAL POLICIES REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE BORROWING OF MONEY, ISSUING OF SENIOR
SECURITIES AND PURCHASING SECURITIES ON MARGIN.
- -------------------------------------------------------------------------------------------------------------------------

PLEASE REFER TO THE PROXY STATEMENT FOR A DISCUSSION OF EACH OF THESE MATTERS.

To receive an optional email confirmation, enter your email address here:

---------------------------------

PLEASE REVIEW YOUR SELECTIONS CAREFULLY BEFORE
SUBMITTING YOUR PROXY. IF YOU SUBMIT THE SAME PROXY MORE THAN ONCE,
ONLY YOUR LAST (MOST RECENT) PROXY WILL BE CONSIDERED VALID.

Press this button to Submit your Proxy

[LOGO]
The Hartford Financial Services

INTERNET PROXY VOTING SERVICE
PROXY CARD
HARTFORD MUTUAL FUNDS II, INC.
[NAME OF FUND]

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

When using `For all except' response, enter the number(s) of the nominee(s) you
wish to withhold on, separated by a comma, in the text field.

PROPOSAL 1. TO ELECT THE FOLLOWING NOMINEES TO THE BOARD OF [ ] FOR ALL
DIRECTORS:
(01) WINIFRED ELLEN COLEMAN, [ ] WITHHOLD ALL
(02) DR. ROBERT M. GAVIN,
(03) DUANE E. HILL, [ ] FOR ALL EXCEPT:
(04) WILLIAM ATCHISON O'NEILL,
(05) PHILLIP O. PETERSON,
(06) MILLARD HANDLEY PRYOR, JR.,
(07) LOWNDES ANDREW SMITH,
(08) JOHN KELLEY SPRINGER AND
(09) DAVID M. ZNAMIEROWSKI
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2. TO APPROVE PROPOSALS TO ELIMINATE OR REVISE
CERTAIN FUNDAMENTAL INVESTMENT POLICIES OF THE
FUNDS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2a. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENT CONCENTRATIONS WITHIN A PARTICULAR
INDUSTRY.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2b. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
INVESTMENTS IN REAL ESTATE OR INTERESTS THEREIN.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2c. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
PURCHASES AND SALES OF COMMODITIES AND
COMMODITIES CONTRACTS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2d. PROPOSAL TO REVISE FUNDAMENTAL POLICY REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE MAKING OF LOANS TO OTHER PERSONS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2e. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING THE MORTGAGE OF ASSETS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2f. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING PARTICIPATION IN SECURITIES TRADING
ACCOUNTS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2g. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING CERTAIN PURCHASES FROM AND SALES TO
OFFICERS, DIRECTORS AND EMPLOYEES.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2h. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING SHORT SALES.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2i. PROPOSAL TO REVISE FUNDAMENTAL POLICIES REGARDING [ ] FOR [ ] AGAINST [ ] ABSTAIN
THE BORROWING OF MONEY, ISSUING OF SENIOR
SECURITIES AND PURCHASING SECURITIES ON MARGIN.
- --------------------------------------------------------------------------------------------------------------------------

- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2j. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING THE PURCHASE OF SECURITIES OF ISSUERS
WHERE OFFICERS OR DIRECTORS OWN CERTAIN
BENEFICIAL AMOUNTS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2k. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING INVESTMENTS IN PUTS AND CALLS.
- --------------------------------------------------------------------------------------------------------------------------
PROPOSAL 2l. PROPOSAL TO ELIMINATE FUNDAMENTAL POLICY [ ] FOR [ ] AGAINST [ ] ABSTAIN
REGARDING INVESTMENTS IN REPURCHASE AGREEMENTS.
- --------------------------------------------------------------------------------------------------------------------------

PLEASE REFER TO THE PROXY STATEMENT FOR A DISCUSSION OF EACH OF THESE MATTERS.

To receive an optional email confirmation, enter your email address here:

---------------------------------

PLEASE REVIEW YOUR SELECTIONS CAREFULLY BEFORE
SUBMITTING YOUR PROXY. IF YOU SUBMIT THE SAME PROXY MORE THAN ONCE,
ONLY YOUR LAST (MOST RECENT) PROXY WILL BE CONSIDERED VALID.

Press this button to Submit your Proxy

[LOGO]
The Hartford Financial Services

INTERNET PROXY VOTING SERVICE
PROXY CARD
FORTIS SECURITIES, INC.

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

PROXY FOR JOINT SPECIAL MEETING OF SHAREHOLDERS TO BE HELD JULY 16, 2002

When using `For all except' response, enter the number(s) of the nominee(s) you
wish to withhold on, separated by a comma, in the text field.

PLEASE REFER TO THE PROXY STATEMENT FOR A DISCUSSION OF EACH OF THESE MATTERS.

To receive an optional email confirmation, enter your email address here:

---------------------------------

PLEASE REVIEW YOUR SELECTIONS CAREFULLY BEFORE SUBMITTING YOUR PROXY.
IF YOU SUBMIT THE SAME PROXY MORE THAN ONCE ONLY YOUR LAST (MOST RECENT) PROXY
WILL BE CONSIDERED VALID.

Press this button to Submit your Proxy

SCRIPT FOR TELEPHONE VOTING

HARTFORD MUTUAL FUNDS II, INC.:
TAX-FREE MINNESOTA FUND
TAX-FREE NATIONAL FUND

OPENING:

WHEN CONNECTED TO THE TOLL-FREE NUMBER, SHAREHOLDER WILL HEAR:

- --------------------------------------------------------------------------------
"Welcome. Please enter the control number located on the upper portion of your
proxy card."
- --------------------------------------------------------------------------------

WHEN SHAREHOLDER ENTERS THE CONTROL NUMBER, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"To vote as the Board recommends on all proposals, press 1 now. To vote on each
proposal separately, press 0 now."
- --------------------------------------------------------------------------------

OPTION 1: VOTING ALL PROPOSALS AS MANAGEMENT RECOMMENDS

IF SHAREHOLDER ELECTS TO VOTE AS MANAGEMENT RECOMMENDS ON ALL PROPOSALS, HE/SHE
WILL HEAR:

- --------------------------------------------------------------------------------
"You have voted as the Board recommended. If this is correct, press 1. If
incorrect, press 0."
- --------------------------------------------------------------------------------

IF SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"If you have received more than one proxy card, you must vote each card
separately. If you would like to vote another proxy, press 1 now. To end this
call, press 0 now."
- --------------------------------------------------------------------------------

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"To vote as the Board recommends on all proposals, press 1 now. To vote on each
proposal separately, press 0 now." (Speech Two above)
- --------------------------------------------------------------------------------

IF SHAREHOLDER ELECTS TO REVOTE OR VOTE ANOTHER PROXY, HE/SHE IS RETURNED TO THE
"PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO END
THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

OPTION 2: VOTING EACH PROPOSAL SEPARATELY

IF SHAREHOLDER ELECTS TO VOTE EACH PROPOSAL SEPARATELY, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 1: To vote FOR all nominees, press 1. To WITHHOLD from all nominees,
press 9. To WITHHOLD from an individual nominee, press 0. Make your selection
now."
- --------------------------------------------------------------------------------

IF THE SHAREHOLDER VOTES FOR ALL NOMINEES OR WITHHOLDS FROM ALL NOMINEES, THE
SCRIPT MOVES TO PROPOSAL 2. IF THE SHAREHOLDER ELECTS TO WITHHOLD FROM A
SPECIFIC NOMINEE, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Enter the two-digit number that appears in front of the nominee's name you DO
NOT wish to vote for."
- --------------------------------------------------------------------------------

AND THEN,

- --------------------------------------------------------------------------------
"Press 1 to withhold from another nominee or Press 0 if you have completed
voting for nominees."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 1, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2a: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2A, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2b: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2B, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2c: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2C, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2d: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2D, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2i: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2I, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2m: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2M, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Your votes have been cast as follows (VOTE FOR EACH PROPOSAL IS GIVEN). If this
is correct, press 1 now. If incorrect, press 0."
- --------------------------------------------------------------------------------

IF THE SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE IS RETURNED TO
THE "PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO
END THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

SCRIPT FOR TELEPHONE VOTING

HARTFORD MUTUAL FUNDS II, INC.:
GROWTH FUND
GROWTH OPPORTUNITIES
VALUE OPPORTUNITIES

OPENING:

WHEN CONNECTED TO THE TOLL-FREE NUMBER, SHAREHOLDER WILL HEAR:

WHEN SHAREHOLDER ENTERS THE CONTROL NUMBER, HE/SHE WILL HEAR:

OPTION 1: VOTING ALL PROPOSALS AS MANAGEMENT RECOMMENDS

IF SHAREHOLDER ELECTS TO VOTE AS MANAGEMENT RECOMMENDS ON ALL PROPOSALS, HE/SHE
WILL HEAR:

IF SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"To vote as the Board recommends on all proposals, press 1 now. To vote on each
proposal separately, press 0 now." (Speech Two above)
- --------------------------------------------------------------------------------

IF SHAREHOLDER ELECTS TO REVOTE OR VOTE ANOTHER PROXY, HE/SHE IS RETURNED TO THE
"PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO END
THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

OPTION 2: VOTING EACH PROPOSAL SEPARATELY

IF SHAREHOLDER ELECTS TO VOTE EACH PROPOSAL SEPARATELY, HE/SHE WILL HEAR:

IF THE SHAREHOLDER VOTES FOR ALL NOMINEES OR WITHHOLDS FROM ALL NOMINEES, THE
SCRIPT MOVES TO PROPOSAL 2. IF THE SHAREHOLDER ELECTS TO WITHHOLD FROM A
SPECIFIC NOMINEE, HE/SHE WILL HEAR:

AND THEN,

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 1, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2A, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2B, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2C, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2D, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2I, HE/SHE WILL HEAR:

IF THE SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE IS RETURNED TO
THE "PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO
END THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

SCRIPT FOR TELEPHONE VOTING

HARTFORD MUTUAL FUNDS II, INC.:
SMALLCAP GROWTH FUND

OPENING:

WHEN CONNECTED TO THE TOLL-FREE NUMBER, SHAREHOLDER WILL HEAR:

WHEN SHAREHOLDER ENTERS THE CONTROL NUMBER, HE/SHE WILL HEAR:

OPTION 1: VOTING ALL PROPOSALS AS MANAGEMENT RECOMMENDS

IF SHAREHOLDER ELECTS TO VOTE AS MANAGEMENT RECOMMENDS ON ALL PROPOSALS, HE/SHE
WILL HEAR:

IF SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"To vote as the Board recommends on all proposals, press 1 now. To vote on each
proposal separately, press 0 now." (Speech Two above)
- --------------------------------------------------------------------------------

IF SHAREHOLDER ELECTS TO REVOTE OR VOTE ANOTHER PROXY, HE/SHE IS RETURNED TO THE
"PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO END
THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

OPTION 2: VOTING EACH PROPOSAL SEPARATELY

IF SHAREHOLDER ELECTS TO VOTE EACH PROPOSAL SEPARATELY, HE/SHE WILL HEAR:

IF THE SHAREHOLDER VOTES FOR ALL NOMINEES OR WITHHOLDS FROM ALL NOMINEES, THE
SCRIPT MOVES TO PROPOSAL 2. IF THE SHAREHOLDER ELECTS TO WITHHOLD FROM A
SPECIFIC NOMINEE, HE/SHE WILL HEAR:

AND THEN,

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 1, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2A, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2B, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2C, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2D, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2e: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2E, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2f: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2F, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2g: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2G, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Proposal 2h: To vote FOR, press 1; AGAINST, press 9; ABSTAIN, press 0."
- --------------------------------------------------------------------------------

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2H, HE/SHE WILL HEAR:

WHEN THE SHAREHOLDER HAS FINISHED VOTING ON PROPOSAL 2I, HE/SHE WILL HEAR:

IF THE SHAREHOLDER PRESSES 1, HE/SHE WILL HEAR:

IF SHAREHOLDER PRESSES 0 TO INDICATE AN INCORRECT VOTE, HE/SHE IS RETURNED TO
THE "PLEASE ENTER THE CONTROL NUMBER" SPEECH (ABOVE). IF SHAREHOLDER ELECTS TO
END THE CALL, HE/SHE WILL HEAR:

- --------------------------------------------------------------------------------
"Thank you for voting."
- --------------------------------------------------------------------------------

CALL IS TERMINATED.

SCRIPT FOR TELEPHONE VOTING

HARTFORD MUTUAL FUNDS II, INC.:
US GOVERNMENT SECURITIES