SCHEDULE 14A INFORMATION

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

(AMENDMENT NO. _____________)

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 " 240.14a-11(c) or " 240.14a-12

The Hartford Income Shares Fund, Inc.
-----------------------------------------------------------------------
(Name of Registrant as Specified in its Charter)

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

Payment of Filing Fee (Check the appropriate box):

[X] No fee required.
[_] $125 per Exchange Act Rules O-11(c)(1)(ii), 14a-6(i)(1), 14a-6(i)(2)
or Item 22(a)(2) of Schedule 14A.
[_] Fee computed on table below per Exchange Act Rules 14a96(i)(4) and O-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 by written 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.:

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(4) Date Filed:

December 16, 2002

THE HARTFORD INCOME SHARES FUND, INC.

Dear Shareholder:

You are cordially invited to attend the annual meeting of the shareholders
of The Hartford Income Shares Fund, Inc. The meeting will take place on January
29, 2003 at 8:30 a.m. Eastern Time at the offices of Hartford Life Insurance
Company, 200 Hopmeadow Street, Simsbury, Connecticut.

Additionally, we request that you complete the enclosed Proxy Card for the
upcoming meeting. As explained in the enclosed Proxy Statement, the purpose of
the meeting is to have you elect the Fund's board of directors and ratify the
selection of Ernst & Young, LLP as independent public accountants for the Fund.
The Fund's Board of Directors has reviewed and approved these proposals and
recommends that you vote FOR each proposal.

The attached Proxy Statement provides more information on these proposals.
Please read it carefully and return your completed Proxy Card in the enclosed,
addressed, postage-paid envelope. If you have any questions in connection with
these materials please call us at 1-888-843-7824.

Very truly yours,

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

THE HARTFORD INCOME SHARES FUND, INC.
500 BIELENBERG DRIVE, WOODBURY,
MINNESOTA 55125
MAILING ADDRESS: P.O. BOX 64387, ST.
PAUL, MINNESOTA 55164

NOTICE OF ANNUAL SHAREHOLDERS' MEETING

TO BE HELD ON JANUARY 29, 2003

The annual meeting of the shareholders of The Hartford Income Shares Fund,
Inc. (the "Company") will be held at the offices of Hartford Life Insurance
Company ("Hartford Life"), 200 Hopmeadow Street, Simsbury, Connecticut, on
Wednesday January 29, 2003, at 8:30 a.m. Eastern Time for the following
purposes:

1. TO SET THE NUMBER OF DIRECTORS AT EIGHT AND TO ELECT A BOARD OF
DIRECTORS.

2. TO RATIFY THE SELECTION BY THE BOARD OF DIRECTORS OF THE COMPANY OF
ERNST & YOUNG AS INDEPENDENT PUBLIC ACCOUNTANTS FOR THE COMPANY FOR
THE FISCAL YEAR ENDING JULY 31, 2003.

3. TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE
MEETING.

Shareholders of record on December 9, 2002, are the only persons entitled
to notice of and to vote at the meeting.

Your attention is directed to the attached Proxy Statement. WHETHER OR NOT
YOU EXPECT TO BE PRESENT AT THE MEETING, PLEASE FILL IN, SIGN, DATE, AND MAIL
THE ENCLOSED PROXY AS PROMPTLY AS POSSIBLE IN ORDER TO SAVE THE COMPANY ANY
FURTHER SOLICITATION EXPENSE. An addressed envelope for which no postage is
required is enclosed.

KEVIN J. CARR
Secretary

Dated: December 16, 2002

THE HARTFORD INCOME SHARES FUND, INC.
500 BIELENBERG DRIVE, WOODBURY, MINNESOTA 55125
MAILING ADDRESS: P.O. BOX 64387, ST. PAUL, MINNESOTA 55164

PROXY STATEMENT

ANNUAL MEETING OF THE SHAREHOLDERS --
JANUARY 29, 2003

The enclosed proxy is solicited by the Board of Directors of The Hartford
Income Shares Fund, Inc. (the "Company") in connection with the annual meeting
of shareholders of the Company to be held January 29, 2003, and at any
adjournment (rescheduling) of the meeting. The costs of solicitation, including
the cost of preparing and mailing the Notice of Annual Shareholders' Meeting and
this Proxy Statement, will be paid by the Company, and such mailing will take
place on approximately December 16, 2002. Representatives of Hartford
Administrative Services Company ("HASCO"), the dividend disbursement agent for
the Company, and Hartford Life, without cost to the Company, may solicit proxies
for the management of the Company by means of mail, telephone, or personal
calls. The address of HASCO is that of the Company as provided above. Hartford
Life, and Hartford Investment Financial Services, LLC, which serves as the
Company's investment adviser, principal underwriter and administrator, are
principally located at 200 Hopmeadow Street, Simsbury, Connecticut 06070.

A proxy may be revoked by giving written notice of revocation to the
Secretary of the Company. Unless revoked, properly executed proxies that have
been returned by shareholders without instructions will be voted "for" each
proposal. In instances where choices are specified by the shareholders in the
proxy, those proxies will be voted or the vote will be withheld in accordance
with the shareholder's choice. With regard to the election of directors, votes
may be cast in favor or withheld. Abstentions may be specified for Proposal 2
(ratification of independent public accountants). Abstentions and votes withheld
with respect to the election of directors will be counted as present for
purposes of determining whether a quorum of shares is present at the meeting,
and will have the same effect as a vote "against" such item. So far as the Board
of Directors is aware, no matters other than those described in this Proxy
Statement will be acted upon at the meeting. Should any other matters properly
come before the meeting calling for a vote of shareholders, it is the intention
of the persons named as proxies to vote upon such matters according to their
best judgment.

Only those shareholders owning shares as of the close of business on
December 9, 2002 may vote at the meeting or any adjournments of the meeting. As
of that date, there were issued and outstanding 12,945,765 common shares,

$.001 par value. Common shares represent the only class of securities of the
Company. Each shareholder is entitled to one vote for each share held.

If a quorum is not present at the meeting, or if a quorum is present but
sufficient votes to approve any of the proposals are not received, the persons
named as proxies may propose one or more adjournments of the meeting to permit
further solicitation of proxies. In determining whether to adjourn the meeting,
the following factors may be considered: the nature of the proposals that are
the subject of the meeting, the percentage of votes actually cast, the
percentage of negative votes actually cast, the nature of any further
solicitation, and the information to be provided to shareholders with respect to
the reasons for the solicitation. Any adjournment will require the affirmative
vote of a majority of those shares represented at the meeting in person or by
proxy.

A copy of the Company's most recent annual report is available upon
request. If you would like to receive a copy, please contact the Company at P.O.
Box 64387, St. Paul, Minnesota 55164 or call 1-888-843-7824, and a copy will be
sent, without charge, by first class mail within three business days of your
request.

SHARE OWNERSHIP

The following table sets forth the dollar range of equity securities
beneficially owned by each director of the Company and on an aggregate basis in
any registered investment companies overseen by the director within the Hartford
Fund Family as a group, as of October 31, 2002.

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

Winifred Ellen None Over $100,000
Coleman...............
Dr. Robert M. Gavin..... None Over $100,000
Duane E. Hill........... None None
Phillip O. Peterson..... None None
Millard Handley Pryor, None $50,001-$100,000
Jr. ..................
Thomas M. Marra......... None Over $100,000
John Kelley Springer.... None $1.00-$10,000
Lowndes Andrew Smith.... None Over $100,000
</Table>

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

* The Hartford Fund Family currently consists of two open-end investment
companies and one closed-end investment company.

As of October 31, 2002, all directors and officers as a group owned less
than 1% of the outstanding shares of the Company. As of this date, no person, to
the knowledge of Company management, owned beneficially more than 5% of the
voting shares of the Company.

As of the same date, none of the non-interested directors (or their
immediate family members) had share ownership in securities of the Company's
investment adviser, principal underwriter or in an entity controlling,
controlled by or under common control with the investment adviser or principal
underwriter of the Company (not including registered investment companies).

PROPOSAL ONE
ELECTION OF DIRECTORS

At the meeting, shareholders will be asked to elect the members of the
Company's Board of Directors. The Bylaws of the Company provide that the
shareholders have the power to set the number of directors (subject to the
authority of the Board of Directors to increase or decrease the number as
permitted by law). The Company's management recommends that the number of
directors to be elected at the annual meeting be set at eight. Unless otherwise
instructed, the proxies will vote in favor of a resolution to set the number of
directors at eight.

It is intended that the enclosed proxy will be voted for the election of
the eight persons named below as directors unless such authority has been
withheld in the proxy. All of the nominees currently serve as directors of the
Company. The term of office of persons elected will be until the next annual
meeting of the shareholders or until their successors are elected and shall
qualify. Pertinent information regarding each nominee's principal occupation and
business experience during at least the past five years, number of portfolios
overseen and other directorships held is set forth below. The mailing address of
each nominee is: c/o Secretary, The Hartford Income Shares Fund, 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
- ------------ ------------- --------------- ------------------------- ------------- -------------

WINIFRED ELLEN
COLEMAN(1).......... Director Since 2002 Ms. Coleman has served as 75 N/A
(age 70) President of Saint Joseph
College since 1991 and
President of Cashel
House, Ltd. (retail)
since 1985.

DR. ROBERT M.
GAVIN(1)............ Director Since 1986 Mr. Gavin is an 75 Mr. Gavin is
(age 62) educational consultant. a Director of
Prior to September 1, Systems of
2001, he was President of Computer
Cranbrook Education Technology
Community; and prior to Corporation
July 1996, he was
President of Macalester
College, St. Paul,
Minnesota.
</Table>

DUANE E. HILL(1)..... Director Since 2002 Mr. Hill is Partner 75 N/A
(age 57) 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.

PHILLIP O.
PETERSON(1)......... Director Since 2000 Mr. Peterson is a mutual 75 N/A
(age 58) fund industry consultant.
He was a Partner of KPMG
LLP, through June 1999.

MILLARD HANDLEY
PRYOR, JR.(1).......
(age 69) Director Since 2002 Mr. Pryor has served as 75 Mr. Pryor is
Managing Director of a Director of
Pryor & Clark Company Infodata
(real estate investment), Systems, Inc.
Hartford, Connecticut, (software
since June, 1992. company) and
CompuDyne
Corporation
(security
products and
services).

JOHN KELLEY
SPRINGER(1)......... Director Since 2002 Mr. Springer served as 75 N/A
(age 71) Chairman of Medspan, Inc.
(health maintenance
organization) until
March, 2002.
</Table>

NOMINEES FOR ELECTION AS INTERESTED DIRECTORS

THOMAS M. MARRA**....
(age 44) Director Since 2002 Mr. Marra is President 75 Mr. Marra is
and Chief Operating a director of
Officer of Hartford Life, The Hartford
Inc. ("Hartford Life"). Financial
He is also a member of Services
the Board of Directors Group, Inc.
and a member of the
Office of the Chairman
for The Hartford, the
parent company of
Hartford Life. Mr. Marra
was named President of
Hartford Life in 2001 and
COO in 2000, and served
as Executive Vice
President and Director of
Hartford Life's
Investment Products
Division from 1998 to
2000. He was head of
Hartford Life'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. Mr. Marra is
also a Managing Member
and President of Hartford
Investment Financial
Services, LLC and HL
Investment Advisors LLC.

LOWNDES ANDREW
SMITH**............. Director Since 2002 Mr. Smith served as Vice 75 N/A
(age 63) Chairman of Hartford
Financial Services Group,
Inc. 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 Companies
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. Springer is expected to retire from
the Board of Directors in May 2003.

** Denotes the director who is an interested person, as defined in the
Investment Company Act of 1940, as amended (the "1940 Act"), of the Company.
Mr. Marra is an interested director of the Company due to the positions he
holds with affiliates of the Company, including serving as Managing Member
and President of HIFSCO. Mr. Smith is an interested director of the Company
because he owns stock of the parent company of HIFSCO, the Company's
investment adviser.

(1) Member of the Audit Committee of the Board of Directors.

The Company has an Audit Committee of the Board of Directors. The Audit
Committee currently consists of all non-interested directors of the Company.
Each member of the Audit Committee is considered to be "independent" within the
meaning of the rules of the New York Stock Exchange. The Audit Committee, which
until July 16, 2002 was comprised of three directors, two of which after such
time are not Board or Committee members, met two times during the fiscal year
ended July 31, 2002.

The functions performed by the Audit Committee, which are contained in the
Audit Committee's written charter, 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 non-interested directors comprise the Nominating Committee of the Board
of Directors. The Nominating Committee met one time during the fiscal year ended
July 31, 2002. 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 the Company, who will forward them to the
Nominating Committee. The 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 Company does not have a standing compensation committee of the
Board of Directors.

During the Company's fiscal year ended July 31, 2002, there were nine
meetings (of which five were telephonic) of the Board of Directors. No director
attended or participated telephonically in fewer than 75% of the aggregate of
the number of meetings of the Board of Directors and the number of meetings held
by all committees of the Board on which such director served. Historically, the
Board of Directors has met four times per year; the greater number of meetings
in the last fiscal year was largely due to the offer for sale and sale to
Hartford Life of the Company's previous investment adviser.

No compensation is paid by the Company to any director or officer who is an
officer or employee of HIFSCO, HASCO, Hartford Life or any affiliated company.
During the fiscal year ended July 31, 2002, the Company paid each director who
is not affiliated with HIFSCO, HASCO or Hartford Life a quarterly fee of $300, a
fee of $200 for each directors' meeting attended, and a fee of $75 per hour for
committee and telephone meetings attended. The following table sets forth the
compensation received by each director from the Company during the fiscal year
ended July 31, 2002, as well as the total compensation received by each director
from the Fund Complex (which includes the Company and the other Hartford Funds)
during the calendar year ended December 31, 2001.

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

Winifred Ellen Coleman(1)....... $ 0 $0 $0 $74,000
Dr. Robert M. Gavin............. $787 $0 $0 $44,250
Duane E. Hill(1)................ $ 0 $0 $0 $13,000
Thomas M. Marra(2).............. $ 0 $0 $0 $ 0
Phillip O. Peterson............. $777 $0 $0 $44,750
Millard Handley Pryor, Jr.(1)... $ 0 $0 $0 $74,000
John Kelley Springer(1)......... $ 0 $0 $0 $74,000
Lowndes Andrew Smith(1)......... $ 0 $0 $0 $ 0
</Table>

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

* As of July 31, 2002, three registered investment companies in the Hartford
Fund Family paid compensation to Messrs. Gavin and Peterson. As of July 31,
2002, 14 registered investment companies in the Hartford Fund Family paid
compensation to Ms. Coleman and Messrs. Hill, Pryor and Springer.

(1) Each of these directors became Board members on July 16, 2002 and therefore
did not attend or receive compensation for meetings held during the
Company's 2002 fiscal year.

(2) Mr. Marra became a director on August 1, 2002.

The Board of Directors recommends that shareholders set the number of
directors at eight and vote in favor of the above nominees to serve as directors
of the Company. A plurality of the votes properly cast in person or by proxy at
the meeting is required for the election of directors. This means that the eight
nominees receiving the highest number of "FOR" votes will be elected. Unless
otherwise instructed, the proxies will vote for the above eight nominees. All of
the nominees listed above have consented to serve as directors if elected. In
the event any of the above nominees are not candidates for election at the
meeting, the proxies may vote for such other persons as management may
designate. Nothing currently indicates that such a situation will arise.

PROPOSAL TWO
RATIFICATION OF
INDEPENDENT PUBLIC ACCOUNTANTS

The 1940 Act provides that every registered investment company shall be
audited at least once each year by independent public accountants selected by a
majority of the directors of the investment company who are not interested
persons of the investment company or of its investment adviser. The 1940 Act
provides that the selection be submitted for ratification or rejection by the
shareholders.

On August 1, 2002, Ernst & Young LLP was selected as independent
accountants for the Company's current fiscal year; on that date, KPMG, LLP's
engagement as independent accountants for the Company was terminated. The
determination to retain Ernst & Young LLP and to terminate KPMG, LLP's
engagement was made by the Board of Directors, upon the recommendation of the
Company's Audit Committee. The action was not the result of any disagreement or
difference of opinion between the Company or their management and KPMG, LLP, nor
had there been any such disagreement or difference of opinion during the past
two fiscal years of the Company. Each opinion expressed by KPMG, LLP on the
financial statements of the Company during the last two fiscal years was
unqualified. It is not expected that representatives of Ernst & Young LLP will
be present at the meeting.

The Board of Directors recommends that shareholders vote in favor of the
ratification of Ernst & Young, LLP as the independent public accountants for the
Company. The affirmative vote of a majority of the shares represented at the
meeting, provided at least a quorum (more than 50% of the outstanding shares) is
represented in person or by proxy, is sufficient for the ratification of the
selection of the independent public accountants. Unless otherwise instructed,
the proxies will vote for the ratification of the selection of Ernst & Young,
LLP as the Company's independent public accountants.

REPORT OF THE AUDIT COMMITTEE

The Audit Committee recommends to the Company's Board of Directors the
appointment of the Company's independent accountants. Management is responsible
for the Company's internal controls and the financial reporting process. The
Company's independent accountants are responsible for performing an independent
audit of the Company's financial statements in accordance with generally
accepted auditing standards and to issue a report on the Company's financial
statements. The Audit Committee's responsibility is to oversee these processes.

In this context, the Audit Committee has met and held discussions with
management and the independent accountants. Management represented to the Audit
Committee that the Company's financial statements were prepared in accordance
with generally accepted accounting principles, and the Audit Committee has
reviewed and discussed the financial statements with management and the
independent accountants. The Audit Committee discussed with the independent
accountants matters required to be discussed by Statement on Auditing Standards
No. 61 (Communications with Audit Committees).

The Company's independent accountants also provided to the Audit Committee
the written disclosure required by Independence Standards Board Standard No. 1
(Independence Discussions with Audit Committees), and the Audit Committee
discussed with the independent accountants the accounting firm's independence.
The Committee also considered whether non-audit services provided by the
independent accountants during the last fiscal year were compatible with
maintaining the independent accountants' independence.

Based upon the Audit Committee's discussion with management and the
independent accountants and the Audit Committee's review of the representation
of management and the report of the independent accountants to the Audit
Committee, the Audit Committee recommends to the Board of Directors that, with
respect to The Hartford Income Shares Fund, Inc., the audited financial
statements for the Company's most recent fiscal year (July 31, 2002) be included
in the Annual Report for The Hartford Income Shares Fund, Inc. for that fiscal
year filed with the Securities and Exchange Commission.

Members of the Audit Committee
Winifred Ellen Coleman
Dr. Robert M. Gavin
Duane E. Hill
Phillip O. Peterson
Millard Handley Pryor, Jr.
John Kelley Springer

FEES PAID TO KPMG

AUDIT FEES. KPMG, LLP billed $20,000 to the Company for its most recently
completed fiscal year for professional services rendered for the audit of the
Company's financial statements.

FINANCIAL INFORMATION SYSTEMS DESIGN AND IMPLEMENTATION FEES. KPMG, LLP did
not provide any financial information systems design and implementation services
to the Company during its most recently ended fiscal year.

ALL OTHER FEES. For the fiscal year ended July 31, 2002, KPMG, LLP billed
other funds in the Fund Complex (or affiliates thereof) aggregate fees of
$167,000 for other non-audit services. Such fees were primarily for tax
services.

EXECUTIVE OFFICERS OF THE COMPANY

Information about each executive officer's position and term of office with
the Company and business experience during at least the past five years is set
forth below. Unless otherwise indicated, all positions have been held more than
five years. Compensation paid to the executive officers of the Company is paid
by Hartford Life or its affiliates. No executive officer receives any
compensation from the Company.

<Table>
<Caption>
BUSINESS EXPERIENCE DURING
NAME AND (AGE) POSITION/TERM OF OFFICE PAST FIVE YEARS
- -------------- ------------------------ --------------------------

David M. Znamierowski
(42).................. President since 2001 President, Hartford
Investment Management
Company ("HIMCO") and
Senior Vice President and
Chief Investment Officer
for Hartford Life, Inc.
and Managing Member and
Senior Vice President of
Hartford Investment
Financial Services, LLC
("HIFSCO") and HL
Investment Advisors, LLC
("HL Advisors").
Robert W. Beltz, Jr.
(53).................. Vice President since Vice President, Securities
1993 Operations of HASCO.
Kevin J. Carr (48)...... Vice President since Assistant General Counsel
2001, Secretary since since 1999, Counsel since
2002, Assistant November 1996 and
Secretary, 2001-2002 Associate Counsel since
November 1995 of The
Hartford.
</Table>

<Table>
<Caption>
BUSINESS EXPERIENCE DURING
NAME AND (AGE) POSITION/TERM OF OFFICE PAST FIVE YEARS
- -------------- ------------------------ --------------------------

William H. Davison, Jr.
(45).................. Vice President since Managing Director and
2002 Director of Funds
Management Group of HIMCO.
Tamara L. Fagely (44)... Treasurer since 1993 and Vice President of HASCO
Vice President since since 1998; prior to 1998,
1996 Second Vice President of
HASCO.
Bruce Ferris (47)....... Vice President since Vice President and a
2002 director of sales and
marketing in the
Investment Products
Division of Hartford Life
Insurance Company.
George R. Jay (50)...... Vice President since Secretary and Director,
2001 Life and Equity Accounting
and Financial Control and
Assistant Vice President
of Hartford Life.
Ryan Johnson (42)....... Vice President since Vice President and a
2002 director of sales and
marketing in the
Investment Products
Division of Hartford Life
Insurance Company since
1999. Previously with
Guardian Insurance Company
in New York, New York.
Stephen T. Joyce (43)... Vice President since Senior Vice President of
2001 Hartford Life since 1999;
Vice President (1997-
1999) and Assistant Vice
President (1994-1997) of
Hartford Life.
</Table>

<Table>
<Caption>
BUSINESS EXPERIENCE DURING
NAME AND (AGE) POSITION/TERM OF OFFICE PAST FIVE YEARS
- -------------- ------------------------ --------------------------

David N. Levenson (36).. Vice President since Senior Vice President
2001 since 2000 and Vice
President (1995-2000) of
Hartford Life; Vice
President, Fidelity
Investments (1994-1995).
John C. Walters (40).... Vice President since Executive Vice President
2001 of Hartford Life (since
2000); previously
President (1996-2000) of
First Union Financial
Securities Group;
previously Director of
Sales (1994-1996) of Wheat
First Union.
</Table>

OTHER MATTERS

Management does not intend to present any business to the meeting not
mentioned in this Proxy Statement and currently knows of no other business to be
presented. If any other matters are brought before the meeting, the persons
named as proxies will vote on such matters in accordance with their judgment of
the best interests of the Company.

SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Based on the Company records and other information, 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, with respect
to the Company's fiscal year ending July 31, 2002, were satisfied.

SHAREHOLDER PROPOSALS

Proposals of Company shareholders intended to be presented at the fiscal
2003 annual shareholders' meeting must be received at the Company's offices by
August 30, 2003, in order to be considered for inclusion in the Company's proxy
statement and form of proxy for the 2003 annual meeting.

Kevin J. Carr, Secretary

Dated: December 16, 2002

THE HARTFORD INCOME SHARES FUND, INC.

PROXY FOR ANNUAL SHAREHOLDERS' MEETING
TO BE HELD JANUARY 29, 2003

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The undersigned appoints Robert W. Beltz, Jr., Daniel E. Burton, Kevin J. Carr,
Tamara L. Fagely and David M. Znamierowski and each of them with power to act
without the other and with the right of substitution in each, the proxies of the
undersigned to vote all shares of The Hartford Income Shares Fund, Inc. (the
"Company") held by the undersigned on December 9, 2002, at the annual
Shareholders' Meeting of the Company, to be held at the offices of Hartford Life
Insurance Company, 200 Hopmeadow Street, Simsbury, Connecticut, on Wednesday,
January 29, 2003 at 8:30 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 revoked.

THIS PROXY WILL BE VOTED AS INSTRUCTED ON THE MATTERS SET FORTH BELOW. IT
IS UNDERSTOOD THAT IF NO CHOICE IS SPECIFIED, THIS PROXY WILL BE VOTED "FOR" ALL
ITEMS. UPON ALL OTHER MATTERS THE PROXIES SHALL VOTE AS THEY DEEM IN THE BEST
INTERESTS OF THE COMPANY.

Receipt of Notice of Annual Shareholders' Meeting and Proxy Statement is
acknowledged by your execution of this proxy. Mark, sign, date, and return this
proxy in the addressed envelope--no postage required. Please mail promptly to
save the Company further solicitation expenses.

TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK. KEEP THIS
PORTION FOR YOUR RECORDS.

THE HARTFORD INCOME SHARES FUND, INC. DETACH AND RETURN THIS PORTION ONLY.

VOTE ON DIRECTORS

FOR OR WITH- OR FOR 1. TO SET THE NUMBER OF DIRECTORS AT EIGHT AND TO ELECT THE FOLLOWING
ALL HOLD ALL ALL NOMINEES: 01) W.E. COLEMAN, 02) R.M. GAVIN, 03) D.E. HILL, 04) P.O.
EXCEPT PETERSON, 05) M.H. PRYOR, JR., 06) T.M. MARRA, 07) J.K. SPRINGER, 08)
L.A. SMITH. TO WITHHOLD AUTHORITY TO VOTE, MARK "FOR ALL EXCEPT" AND
[ ] WRITE THE NOMINEE'S NUMBER ON THE LINE BELOW.
[ ]
[ ]

[ ] [ ] [ ] 2. PROPOSAL TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE
FOR AGAINST ABSTAIN INDEPENDENT PUBLIC ACCOUNTANTS FOR THE COMPANY.

IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE
UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE
THE MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS
THEREOF.

(Please sign name(s) (If there are (Date)
exactly as registered) co-owners, both should
sign)