UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

þ		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2010

OR

o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

Commission File Number: 001-13958

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware		13-3317783
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Hartford Plaza, Hartford, Connecticut 06155
(Address of principal executive offices) (Zip Code)

(860) 547-5000
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer þ		Accelerated filer o		Non-accelerated filer o		Smaller reporting company o
				(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No þ

As of July 30, there were outstanding 444,324,287 shares of Common Stock, $0.01 par value per share, of the registrant.

 

 

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
QUARTERLY REPORT ON FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2010

TABLE OF CONTENTS

Item		Description		Page
		Part I. FINANCIAL INFORMATION
1.		Financial Statements
		Report of Independent Registered Public Accounting Firm			5
		Condensed Consolidated Statements of Operations — For the Three and Six Months Ended June 30, 2010 and 2009			6
		Condensed Consolidated Balance Sheets — As of June 30, 2010 and December 31, 2009			7
		Condensed Consolidated Statements of Changes in Equity — For the Six Months Ended June 30, 2010 and 2009			8
		Condensed Consolidated Statements of Comprehensive Income — For the Three and Six Months Ended June 30, 2010 and 2009			9
		Condensed Consolidated Statements of Cash Flows — For the Six Months Ended June 30, 2010 and 2009			10
		Notes to Condensed Consolidated Financial Statements			11
2.		Management’s Discussion and Analysis of Financial Condition and Results of Operations			60
3.		Quantitative and Qualitative Disclosures About Market Risk			133
4.		Controls and Procedures			133
		Part II. OTHER INFORMATION
1.		Legal Proceedings			134
1A.		Risk Factors			134
2.		Unregistered Sales of Equity Securities and Use of Proceeds			137
6.		Exhibits			137
		Signature			138
		Exhibits Index			139
Exhibit 10.02
Exhibit 10.03
Exhibit 10.04
Exhibit 10.06
Exhibit 15.01
Exhibit 31.01
Exhibit 31.02
Exhibit 32.01
Exhibit 32.02
EX-101 INSTANCE DOCUMENT
EX-101 SCHEMA DOCUMENT
EX-101 CALCULATION LINKBASE DOCUMENT
EX-101 LABELS LINKBASE DOCUMENT
EX-101 PRESENTATION LINKBASE DOCUMENT
EX-101 DEFINITION LINKBASE DOCUMENT

Forward-Looking Statements

Certain of the statements contained herein are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “projects,” and similar references to future periods.

Forward-looking statements are based on our current expectations and assumptions regarding economic, competitive and legislative developments. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. They have been made based upon management’s expectations and beliefs concerning future developments and their potential effect upon The Hartford Financial Services Group, Inc. and its subsidiaries (collectively, the “Company”). Future developments may not be in line with management’s expectations or have unanticipated effects. Actual results could differ materially from expectations, depending on the evolution of various factors, including those set forth in Part I, Item 1A, Risk Factors in The Hartford’s 2009 Form 10-K Annual Report, Part II, Item 1A, Risk Factors of The Hartford’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010, as well as in Part II, Item 1A, Risk Factors of this Form 10-Q. These important risks and uncertainties include:

•

risks and uncertainties related to the Company’s current operating environment, which reflects continued volatility in financial markets, constrained capital and credit markets and uncertainty about the strength of an economic recovery and the impact of U.S. and other governmental stimulus, budgetary and legislative initiatives, and whether management’s efforts to identify and address these risks will be timely and effective;

•

risks associated with our continued execution of steps to realign our business and reposition our investment portfolio, including the potential need to take other actions, such as divestitures;

•

market risks associated with our business, including changes in interest rates, credit spreads, equity prices and foreign exchange rates, as well as challenging or deteriorating conditions in key sectors such as the commercial real estate market, that have pressured our results and have continued to do so in 2010;

•

volatility in our earnings resulting from our adjustment of our risk management program to emphasize protection of statutory surplus;

•

the impact on our statutory capital of various factors, including many that are outside the Company’s control, which can in turn affect our credit and financial strength ratings, cost of capital, regulatory compliance and other aspects of our business and results;

•

risks to our business, financial position, prospects and results associated with negative ratings actions or downgrades in the Company’s financial strength and credit ratings or negative rating actions or downgrades relating to our investments;

•

the potential for differing interpretations of the methodologies, estimations and assumptions that underlie the valuation of the Company’s financial instruments that could result in changes to investment valuations;

•

the subjective determinations that underlie the Company’s evaluation of other-than-temporary impairments on available-for-sale securities;

•

losses due to nonperformance or defaults by others;

•

the potential for further acceleration of deferred policy acquisition cost amortization;

•

the potential for further impairments of our goodwill or the potential for establishing valuation allowances against deferred tax assets;

•

the possible occurrence of terrorist attacks and the Company’s ability to contain its exposure, including the effect of the absence or insufficiency of applicable terrorism legislation on coverage;

•

the difficulty in predicting the Company’s potential exposure for asbestos and environmental claims;

•

the possibility of a pandemic or man-made disaster that may adversely affect the financial condition of the Company’s businesses and cost and availability of reinsurance;

•

weather and other natural physical events, including the severity and frequency of storms, hail, snowfall and other winter conditions, natural disasters such as hurricanes and earthquakes, as well as climate change, including effects on weather patterns, greenhouse gases, sea, land and air temperatures, sea levels, rain and snow;

•

the response of reinsurance companies under reinsurance contracts and the availability, pricing and adequacy of reinsurance to protect the Company against losses;

•

the possibility of unfavorable loss development;

•

actions by our competitors, many of which are larger or have greater financial resources than we do;

•

the restrictions, oversight, costs and other consequences of being a savings and loan holding company, including from the supervision, regulation and examination by the Office of Thrift Supervision (the “OTS”), and in the future, as a result of the enactment of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”), The Federal Reserve and the Office of the Controller of the Currency as regulator of Federal Trust Bank, and arising from our participation in the Capital Purchase Program (the “CPP”), under the Emergency Economic Stabilization Act of 2008, certain elements of which will continue to apply to us for so long as the Treasury holds the warrant or shares of our common stock received on exercise of the warrant that we issued as part of our participation in the CPP;

•

the potential effect of domestic and foreign regulatory developments, including those that could adversely impact the demand for the Company’s products, operating costs and required capital levels, including changes to statutory reserves and/or risk-based capital requirements related to secondary guarantees under universal life and variable annuity products;

•

the cost and other effects of increased regulation as a result of the enactment of the Dodd-Frank Act, which will, among other effects, vest a newly created Financial Services Oversight Council with the power to designate “systemically important” institutions, require central clearing of, and/or impose new margin and capital requirements on, derivatives transactions, and may affect our ability as a savings and loan holding company to manage our general account by limiting or eliminating investments in certain private equity and hedge funds;

•

the Company’s ability to distribute its products through distribution channels, both current and future;

•

the uncertain effects of emerging claim and coverage issues;

•

the ability of the Company to declare and pay dividends is subject to limitations;

•

the Company’s ability to effectively price its property and casualty policies, including its ability to obtain regulatory consents to pricing actions or to non-renewal or withdrawal of certain product lines;

•

the Company’s ability to maintain the availability of its systems and safeguard the security of its data in the event of a disaster or other unanticipated events;

•

the risk that our framework for managing business risks may not be effective in mitigating risk and loss to us that could adversely affect our business;

•

the potential for difficulties arising from outsourcing relationships;

•

the impact of potential changes in federal or state tax laws, including changes affecting the availability of the separate account dividend received deduction;

•

the impact of potential changes in accounting principles and related financial reporting requirements;

•

the Company’s ability to protect its intellectual property and defend against claims of infringement;

•

unfavorable judicial or legislative developments; and

•

other factors described in such forward-looking statements.

Any forward-looking statement made by us in this document speaks only as of the date of the filing of this Form 10-Q. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise.

Part I. FINANCIAL INFORMATION

Item 1. Financial Statements

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
The Hartford Financial Services Group, Inc.
Hartford, Connecticut

We have reviewed the accompanying Condensed Consolidated Balance Sheet of The Hartford Financial Services Group, Inc. and subsidiaries (the “Company”) as of June 30, 2010, and the related Condensed Consolidated Statements of Operations and Comprehensive Income for the three-month and six-month periods ended June 30, 2010 and 2009 and Statements of Changes in Equity and Cash Flows for the six-month periods ended June 30, 2010 and 2009. These interim financial statements are the responsibility of the Company’s management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should be made to such condensed consolidated interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of the Company as of December 31, 2009, and the related consolidated statements of operations, changes in equity, comprehensive income (loss), and cash flows for the year then ended (not presented herein); and in our report dated February 23, 2010 (which report includes an explanatory paragraph relating to the Company’s change in its method of accounting and reporting for other-than-temporary impairments in 2009 and for the fair value measurement of financial instruments in 2008), we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 31, 2009 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

DELOITTE & TOUCHE LLP
Hartford, Connecticut
August 4, 2010

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(In millions, except for per share data)		2010				2009				2010				2009
		(Unaudited)								(Unaudited)
Revenues
Earned premiums		$	3,506			$	3,592			$	7,033			$	7,421
Fee income			1,195				1,062				2,384				2,229
Net investment income (loss):
Securities available-for-sale and other			1,153				1,021				2,213				1,941
Equity securities, trading			(2,649	)			2,523				(1,948	)			1,799
Total net investment income (loss)			(1,496	)			3,544				265				3,740
Net realized capital gains (losses):
Total other-than-temporary impairment (“OTTI”) losses			(292	)			(562	)			(632	)			(786	)
OTTI losses recognized in other comprehensive income			184				248				372				248
Net OTTI losses recognized in earnings			(108	)			(314	)			(260	)			(538	)
Net realized capital gains (losses), excluding net OTTI losses recognized in earnings			119				(367	)			(5	)			(59	)
Total net realized capital gains (losses)			11				(681	)			(265	)			(597	)
Other revenues			120				120				238				238
Total revenues			3,336				7,637				9,655				13,031
Benefits, losses and expenses
Benefits, losses and loss adjustment expenses			3,592				3,092				6,725				7,729
Benefits, losses and loss adjustment expenses — returns credited on International variable annuities			(2,649	)			2,523				(1,948	)			1,799
Amortization of deferred policy acquisition costs and present value of future profits			938				674				1,589				2,933
Insurance operating costs and expenses			969				959				1,888				1,857
Interest expense			132				119				252				239
Goodwill impairment			153				—				153				32
Other expenses			208				252				468				441
Total benefits, losses and expenses			3,343				7,619				9,127				15,030
Income (loss) before income taxes			(7	)			18				528				(1,999	)
Income tax expense (benefit)			(83	)			33				133				(775	)
Net income (loss)		$	76			$	(15	)		$	395			$	(1,224	)
Preferred stock dividends and accretion of discount			11				3				494				3
Net income (loss) available to common shareholders		$	65			$	(18	)		$	(99	)		$	(1,227	)
Earnings (Loss) per common share
Basic		$	0.15			$	(0.06	)		$	(0.24	)		$	(3.80	)
Diluted		$	0.14			$	(0.06	)		$	(0.24	)		$	(3.80	)
Cash dividends declared per common share		$	0.05			$	0.05			$	0.10			$	0.10

See Notes to Condensed Consolidated Financial Statements.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

		June 30,				December 31,
(In millions, except for share and per share data)		2010				2009
		(Unaudited)
Assets
Investments
Fixed maturities, available-for-sale, at fair value (amortized cost of $78,529 and $76,015) (includes variable interest entity assets, at fair value, of $842 as of June 30, 2010)		$	77,132			$	71,153
Equity securities, trading, at fair value (cost of $32,755 and $33,070)			30,183				32,321
Equity securities, available-for-sale, at fair value (cost of $1,244 and $1,333)			1,103				1,221
Mortgage loans (net of allowances for loan losses of $340 and $366)			4,673				5,938
Policy loans, at outstanding balance			2,182				2,174
Limited partnerships and other alternative investments (includes variable interest entity assets of $22 as of June 30, 2010)			1,774				1,790
Other investments			2,293				602
Short-term investments			8,731				10,357
Total investments			128,071				125,556
Cash			2,998				2,142
Premiums receivable and agents’ balances			3,371				3,404
Reinsurance recoverables			5,485				5,384
Deferred policy acquisition costs and present value of future profits			9,689				10,686
Deferred income taxes, net			2,828				3,940
Goodwill			1,051				1,204
Property and equipment, net			1,150				1,026
Other assets			4,624				3,981
Separate account assets			154,883				150,394
Total assets		$	314,150			$	307,717
Liabilities
Reserve for future policy benefits and unpaid losses and loss adjustment expenses
Property and casualty		$	21,479			$	21,651
Life			18,529				17,980
Other policyholder funds and benefits payable			46,394				45,852
Other policyholder funds and benefits payable — International variable annuities			30,161				32,296
Unearned premiums			5,291				5,221
Short-term debt			—				343
Long-term debt			6,600				5,496
Consumer notes			452				1,136
Other liabilities (includes variable interest entity liabilities of $426 as of June 30, 2010)			11,470				9,454
Separate account liabilities			154,883				150,394
Total liabilities			295,259				289,823
Commitments and Contingencies (Note 9)
Equity
Preferred stock, $0.01 par value — 50,000,000 shares authorized, 575,000 and 3,400,000 shares issued, liquidation preference $1,000 per share			556				2,960
Common stock, $0.01 par value — 1,500,000,000 shares authorized, 469,765,004 and 410,184,182 shares issued			5				4
Additional paid-in capital			10,470				8,985
Retained earnings			11,049				11,164
Treasury stock, at cost — 25,654,189 and 27,177,019 shares			(1,810	)			(1,936	)
Accumulated other comprehensive loss, net of tax			(1,379	)			(3,312	)
Total stockholders’ equity			18,891				17,865
Noncontrolling interest			—				29
Total equity			18,891				17,894
Total liabilities and equity		$	314,150			$	307,717

See Notes to Condensed Consolidated Financial Statements.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

		Six Months Ended
		June 30,
(In millions, except for share data)		2010				2009
		(Unaudited)
Preferred Stock, at beginning of period		$	2,960			$	—
Issuance of mandatory convertible preferred stock			556				—
Accretion of preferred stock discount on issuance to U.S. Treasury			—				1
Accelerated accretion of discount from redemption of preferred stock issued to U.S. Treasury			440				—
Issuance (redemption) of preferred stock to the U.S. Treasury			(3,400	)			2,920
Preferred Stock, at end of period			556				2,921
Common Stock			5				4
Additional Paid-in Capital, at beginning of period			8,985				7,569
Issuance of warrants to U.S. Treasury			—				480
Issuance of shares under discretionary equity issuance plan			—				16
Issuance of shares under public offering			1,599				—
Issuance of shares under incentive and stock compensation plans			(108	)			(50	)
Reclassification of warrants from other liabilities to equity and extension of warrants’ term			—				186
Tax expense on employee stock options and awards			(6	)			(11	)
Additional Paid-in Capital, at end of period			10,470				8,190
Retained Earnings, at beginning of period, before cumulative effect of accounting change, net of tax			11,164				11,336
Cumulative effect of accounting change, net of tax			26				—
Retained Earnings, at beginning of period, as adjusted			11,190				11,336
Net income (loss)			395				(1,224	)
Cumulative effect of accounting change, net of tax			—				912
Accretion of preferred stock discount on issuance to U.S. Treasury			—				(1	)
Accelerated accretion of discount from redemption of preferred stock issued to U.S. Treasury			(440	)			—
Dividends on preferred stock			(54	)			(2	)
Dividends declared on common stock			(42	)			(30	)
Retained Earnings, at end of period			11,049				10,991
Treasury Stock, at Cost, at beginning of period			(1,936	)			(2,120	)
Issuance of shares under incentive and stock compensation plans from treasury stock			129				69
Return of shares under incentive and stock compensation plans to treasury stock			(3	)			(3	)
Treasury Stock, at Cost, at end of period			(1,810	)			(2,054	)
Accumulated Other Comprehensive Loss, Net of Tax, at beginning of period			(3,312	)			(7,520	)
Cumulative effect of accounting change, net of tax			—				(912	)
Total other comprehensive income			1,933				1,822
Accumulated Other Comprehensive Loss, Net of Tax, at end of period			(1,379	)			(6,610	)
Total Stockholders’ Equity			18,891				13,442
Noncontrolling Interest, at beginning of period (Note 13)			29				92
Change in noncontrolling interest ownership			—				(65	)
Noncontrolling loss			—				(7	)
Recognition of noncontrolling interest in other liabilities			(29	)			—
Noncontrolling Interest, at end of period			—				20
Total Equity		$	18,891			$	13,462
Preferred Shares Outstanding, at beginning of period (in thousands)			3,400				6,048
Conversion of preferred to common shares			—				(6,048	)
Issuance of shares to U.S. Treasury			—				3,400
Issuance of mandatory convertible preferred shares			575				—
Redemption of preferred shares issued to the U.S. Treasury			(3,400	)			—
Preferred Shares Outstanding, at end of period			575				3,400
Common Shares Outstanding, at beginning of period (in thousands)			383,007				300,579
Treasury stock acquired			—				(15	)
Conversion of preferred to common shares			—				24,194
Issuance of shares under discretionary equity issuance plan			—				1,301
Issuance of shares under public offering			59,590				—
Issuance of shares under incentive and stock compensation plans			1,639				854
Return of shares under incentive and stock compensation plans to treasury stock			(125	)			(184	)
Common Shares Outstanding, at end of period			444,111				326,729

See Notes to Condensed Consolidated Financial Statements.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(In millions)		2010				2009				2010				2009
		(Unaudited)								(Unaudited)
Comprehensive Income
Net income (loss)		$	76			$	(15	)		$	395			$	(1,224	)
Other comprehensive income (loss)
Change in net unrealized loss on securities			719				2,373				1,578				2,340
Change in OTTI losses recognized in other comprehensive income			21				(125	)			53				(125	)
Change in net gain (loss) on cash-flow hedging instruments			163				(320	)			229				(368	)
Change in foreign currency translation adjustments			77				164				41				(45	)
Amortization of prior service cost and actuarial net losses included in net periodic benefit costs			18				11				32				20
Total other comprehensive income			998				2,103				1,933				1,822
Total comprehensive income		$	1,074			$	2,088			$	2,328			$	598

See Notes to Condensed Consolidated Financial Statements.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

		Six Months Ended
		June 30,
(In millions)		2010				2009
		(Unaudited)
Operating Activities
Net income (loss)		$	395			$	(1,224	)
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Amortization of deferred policy acquisition costs and present value of future profits			1,589				2,933
Additions to deferred policy acquisition costs and present value of future profits			(1,338	)			(1,450	)
Change in reserve for future policy benefits and unpaid losses and loss adjustment expenses and unearned premiums			200				1,333
Change in reinsurance recoverables			162				(111	)
Change in receivables and other assets			72				249
Change in payables and accruals			(342	)			(389	)
Change in accrued and deferred income taxes			(128	)			(343	)
Net realized capital losses			265				597
Net disbursements from investment contracts related to policyholder funds — International variable annuities			(2,137	)			(892	)
Net decrease in equity securities, trading			2,138				885
Depreciation and amortization			315				259
Goodwill impairment			153				32
Other operating activities, net			(144	)			107
Net cash provided by operating activities			1,200				1,986
Investing Activities
Proceeds from the sale/maturity/prepayment of:
Fixed maturities, available-for-sale			23,292				33,229
Equity securities, available-for-sale			158				482
Mortgage loans			1,297				297
Partnerships			249				239
Payments for the purchase of:
Fixed maturities, available-for-sale			(23,796	)			(35,015	)
Equity securities, available-for-sale			(100	)			(251	)
Mortgage loans			(69	)			(214	)
Partnerships			(135	)			(136	)
Proceeds from business sold			130				7
Derivatives, net			584				262
Change in policy loans, net			(8	)			4
Change in payables for collateral under securities lending, net			(46	)			(2,262	)
Other investing activities, net			44				(199	)
Net cash provided by (used for) investing activities			1,600				(3,557	)
Financing Activities
Deposits and other additions to investment and universal life-type contracts			6,410				7,323
Withdrawals and other deductions from investment and universal life-type contracts			(11,183	)			(11,516	)
Net transfers from separate accounts related to investment and universal life-type contracts			4,120				3,646
Proceeds from issuance of long-term debt			1,090				—
Repayments at maturity for long-term debt and payments on capital lease obligations			(343	)			(24	)
Change in commercial paper			—				(375	)
Repayments at maturity or settlement of consumer notes			(684	)			(11	)
Net proceeds from issuance of mandatory convertible preferred stock			556				—
Net proceeds from issuance of shares under public offering			1,600				—
Redemption of preferred stock issued to the U.S. Treasury			(3,400	)			—
Proceeds from issuance of preferred stock and warrants to U.S. Treasury			—				3,400
Net proceeds from issuance of shares under discretionary equity issuance plan			—				14
Proceeds from net issuance of shares under incentive and stock compensation plans and excess tax benefit			14				4
Dividends paid on preferred stock			(64	)			(8	)
Dividends paid on common stock			(40	)			(115	)
Changes in bank deposits and payments on bank advances			(43	)			—
Net cash provided by (used for) financing activities			(1,967	)			2,338
Foreign exchange rate effect on cash			23				(20	)
Net increase in cash			856				747
Cash — beginning of period			2,142				1,811
Cash — end of period		$	2,998			$	2,558
Supplemental Disclosure of Cash Flow Information
Net Cash Paid (Received) During the Period For:
Income taxes		$	248			$	(468	)
Interest		$	233			$	243

See Notes to Condensed Consolidated Financial Statements

THE HARTFORD FINANCIAL SERVICES GROUP, INC.

1. Basis of Presentation and Accounting Policies

Basis of Presentation

The Hartford Financial Services Group, Inc. is a financial holding company for a group of subsidiaries that provide investment products and life and property and casualty insurance to both individual and business customers in the United States (collectively, “The Hartford” or the “Company”). Also, The Hartford continues to administer business previously sold in Japan and the U.K.

The Condensed Consolidated Financial Statements have been prepared on the basis of accounting principles generally accepted in the United States of America (“U.S. GAAP”), which differ materially from the accounting practices prescribed by various insurance regulatory authorities.

The accompanying Condensed Consolidated Financial Statements and Notes as of June 30, 2010, and for the three and six months ended June 30, 2010 and 2009 are unaudited. These financial statements reflect all adjustments (consisting only of normal accruals) which are, in the opinion of management, necessary for the fair presentation of the financial position, results of operations and cash flows for the interim periods. These Condensed Consolidated Financial Statements and Notes should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in The Hartford’s 2009 Form 10-K Annual Report. The results of operations for the interim periods should not be considered indicative of the results to be expected for the full year.

Consolidation

The Condensed Consolidated Financial Statements include the accounts of The Hartford Financial Services Group, Inc., companies in which the Company directly or indirectly has a controlling financial interest and those variable interest entities in which the Company is required to consolidate. Entities in which the Company has significant influence over the operating and financing decisions but are not required to consolidate are reported using the equity method. Material intercompany transactions and balances between The Hartford and its subsidiaries and affiliates have been eliminated. For further discussions on variable interest entities see Note 5 and Note 13.

Reclassifications

Certain reclassifications have been made to prior period financial information to conform to the current period classifications.

Use of Estimates

The preparation of financial statements, in conformity with U.S. GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

The most significant estimates include those used in determining property and casualty reserves, net of reinsurance; life estimated gross profits used in the valuation and amortization of assets and liabilities associated with variable annuity and other universal life-type contracts; evaluation of other-than-temporary impairments on available-for-sale securities and valuation allowances on investments; living benefits required to be fair valued; goodwill impairment; valuation of investments and derivative instruments; pension and other postretirement benefit obligations; valuation allowance on deferred tax assets; and contingencies relating to corporate litigation and regulatory matters. Certain of these estimates are particularly sensitive to market conditions, and deterioration and/or volatility in the worldwide debt or equity markets could have a material impact on the Condensed Consolidated Financial Statements.

Significant Accounting Policies

For a description of significant accounting policies, see Note 1 of the Notes to Consolidated Financial Statements included in The Hartford’s 2009 Form 10-K Annual Report, which should be read in conjunction with these accompanying Condensed Consolidated Financial Statements.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

1. Basis of Presentation and Accounting Policies (continued)

Adoption of New Accounting Standards

Variable Interest Entities

In June 2009, the Financial Accounting Standards Board (“FASB”) updated the guidance which amends the consolidation requirements applicable to variable interest entities (“VIE”). Under this new guidance, an entity would consolidate a VIE when the entity has both (a) the power to direct the activities of a VIE that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity that could potentially be significant to the VIE or the right to receive benefits from the entity that could potentially be significant to the VIE. The FASB also issued an amendment to this guidance in February 2010 which defers application of this guidance to certain entities that apply specialized accounting guidance for investment companies. The Company adopted this guidance on January 1, 2010. As a result of adoption, in addition to those VIEs the Company consolidates under the previous guidance, the Company consolidated a Company sponsored Collateralized Debt Obligation (“CDO”), electing the fair value option, and a Company sponsored Collateralized Loan Obligation, at carrying values carried forward as if the Company had been the primary beneficiary from the date the Company entered into the VIE arrangement. The impact on the Company’s Condensed Consolidated Balance Sheet as a result of adopting this new guidance was an increase in assets of $432, an increase in liabilities of $406, and an increase in January 1, 2010 retained earnings, net of tax, of $26. The Company has investments in mutual funds, limited partnerships and other alternative investments, including hedge funds, mortgage and real estate funds, mezzanine debt funds, and private equity and other funds which may be VIEs. The accounting for these investments will remain unchanged as they fall within the scope of the deferral of this new consolidation guidance. See Note 5 for further discussion.

Future Adoption of New Accounting Standards

Embedded Credit Derivatives

In March 2010, the FASB issued guidance clarifying the scope exception for credit derivatives embedded within structured securities which may result in bifurcation of these credit derivatives. Embedded credit derivatives resulting only from subordination of one financial instrument to another continue to qualify for the exemption. As a result, investments with an embedded credit derivative in a form other than the above mentioned subordination may need to be separately accounted for as an embedded credit derivative meaning that changes in the fair value of the embedded credit derivative are recorded in current period earnings. Upon adoption, an entity may elect the fair value option, with changes in fair value of the investment in its entirety recognized in earnings, rather than bifurcate the embedded credit derivative. The guidance is effective, on a prospective basis only, for fiscal years and interim periods within those fiscal years, beginning on or after June 15, 2010. The Company adopted this guidance on July 1, 2010, and reclassified approximately $200, after-tax, of unrealized capital losses recorded in Accumulated Other Comprehensive Income, to Retained Earnings.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

1. Basis of Presentation and Accounting Policies (continued)

Income Taxes

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

		Three Months Ended								Six Months Ended
		June 30,								June 30,
		2010				2009				2010				2009
Tax expense (benefit) at U.S. Federal statutory rate		$	(2	)		$	6			$	185			$	(700	)
Tax-exempt interest			(38	)			(38	)			(78	)			(75	)
Dividends received deduction			(40	)			(39	)			(81	)			(79	)
Investment valuation allowance			—				—				86				—
Nondeductible costs associated with warrants			—				103				—				78
Other			(3	)			1				21				1
Income tax expense (benefit)		$	(83	)		$	33			$	133			$	(775	)

The separate account dividends received deduction (“DRD”) is estimated for the current year using information from the prior year-end, adjusted for current year equity market performance and other appropriate factors, including estimated levels of corporate dividend payments. The actual current year DRD can vary from estimates based on, but not limited to, changes in eligible dividends received by the mutual funds, amounts of distribution from these mutual funds, amounts of short-term capital gains at the mutual fund level and the Company’s taxable income before the DRD. Given recent financial markets’ volatility, the Company is reviewing its DRD computations on a quarterly basis.

The Company’s unrecognized tax benefits were unchanged during the six months ended June 30, 2010, remaining at $48 as of June 30, 2010. This entire amount, if it were recognized, would affect the effective tax rate for the applicable periods.

The Company’s federal income tax returns are routinely audited by the Internal Revenue Service (“IRS”). Audits have been concluded for all years through 2006. The audit of 2007 and 2008 commenced in the second quarter of 2010. In addition, the Company is working with the IRS on a possible settlement of a DRD issue related to prior periods which, if settled, may result in the booking of tax benefits. Such benefits are not expected to be material to the statement of operations.

The Company’s net deferred tax asset as of June 30, 2010 and December 31, 2009 includes a net deferred tax liability of $1,161 and $849, respectively, for the Company’s International subsidiary in Japan.

The Company has recorded a deferred tax asset valuation allowance that is adequate to reduce the total deferred tax asset to an amount that will more likely than not be realized. The deferred tax asset valuation allowance as of June 30, 2010 was approximately $172, which has not materially changed from the first quarter of 2010. In assessing the need for a valuation allowance, management considered future reversals of existing taxable temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, and taxable income in prior carry back years, as well as tax planning strategies that include holding debt securities with market value losses until recovery, selling appreciated securities to offset capital losses, and sales of certain corporate assets, including subsidiaries. Such tax planning strategies are viewed by management as prudent and feasible and will be implemented if necessary to realize the deferred tax asset. An increase in interest rates can adversely impact the Company’s tax planning strategies and in particular the Company’s ability to utilize tax benefits to offset certain previously recognized realized capital losses.

Also, for the three months ended March 31, 2010, the Company incurred a charge of $19 related to a decrease in deferred tax assets as a result of recent federal legislation that will reduce the tax deduction available to the Company related to retiree health care costs beginning in 2013.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

2. Earnings (Loss) Per Share

The following table presents a reconciliation of net income (loss) and shares used in calculating basic earnings (loss) per common share to those used in calculating diluted earnings (loss) per common share.

		Three Months Ended								Six Months Ended
		June 30,								June 30,
(In millions, except for per share data)		2010				2009				2010				2009
Income (loss)
Net income (loss)		$	76			$	(15	)		$	395			$	(1,224	)
Less: Preferred stock dividends and accretion of discount			11				3				494				3
Net income (loss) available to common shareholders		$	65			$	(18	)		$	(99	)		$	(1,227	)
Common shares
Basic
Weighted average common shares outstanding			443.9				325.4				418.8				323.1
Diluted
Warrants			35.2				—				—				—
Stock compensation plans			1.1				—				—				—
Weighted average shares outstanding and dilutive potential common shares			480.2				325.4				418.8				323.1
Earnings (loss) per common share
Basic		$	0.15			$	(0.06	)		$	(0.24	)		$	(3.80	)
Diluted		$	0.14			$	(0.06	)		$	(0.24	)		$	(3.80	)

On March 23, 2010, The Hartford issued 23 million depositary shares, each representing a 1/40th interest in The Hartford’s 7.25% mandatory convertible preferred stock, Series F. These shares and the related dividend adjustment are included in diluted earnings per share, if dilutive, using the if converted method. For additional information on the mandatory convertible preferred stock see Note 13.

As a result of the net loss in the three months ended June 30, 2009, the Company is required to use basic weighted average common shares outstanding in the calculation of the three months ended June 30, 2009 diluted loss per share, since the inclusion of 0.7 million shares for stock compensation plans calculation and 0.5 million for warrants would have been antidilutive to the earnings per share calculation. In the absence of the net loss, weighted average common shares outstanding and dilutive potential common shares would have totaled 326.6 million.

For the three months ended June 30, 2010, 20.8 million shares for mandatory convertible preferred shares, along with the related dividend adjustment, would have been antidilutive to the earnings per share calculation. Assuming the impact of the mandatory convertible preferred shares was not antidilutive, weighted average common shares outstanding and dilutive potential common shares would have totaled 501.0 million.

As a result of the net loss in the six months ended June 30, 2009, the Company is required to use basic weighted average common shares outstanding in the calculation of the six months ended June 30, 2009 diluted loss per share, since the inclusion of 0.2 million shares for warrants and 0.7 million shares for stock compensation plans would have been antidilutive to the earnings per share calculation. In the absence of the net loss, weighted average common shares outstanding and dilutive potential common shares would have totaled 324.0 million.

As a result of the net loss available to common shareholders for the six months ended June 30, 2010, the Company is required to use basic weighted average common shares outstanding in the calculation of the six months ended June 30, 2010 diluted loss per share, since the inclusion of 1.2 million shares for stock compensation plans, 34.4 million shares for warrants and 12.1 million shares for mandatory convertible preferred shares, along with the related dividend adjustment, would have been antidilutive to the earnings per share calculation. In the absence of the net loss available to common shareholders and assuming the impact of the mandatory convertible preferred shares was not antidilutive, weighted average common shares outstanding and dilutive potential common shares would have totaled 466.5 million.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

3. Segment Information

The Hartford is organized into two major operations: Life and Property & Casualty, each containing reporting segments. Within the Life and Property & Casualty operations, The Hartford conducts business principally in eleven reporting segments. Corporate primarily includes the Company’s debt financing and related interest expense, as well as other capital raising activities, banking operations and certain purchase accounting adjustments.

Life

Effective for first quarter 2010 reporting, Life made changes to its segments as described below. Life changed its reporting structure to realign mutual funds businesses into Retirement from Global Annuity — U.S. (formerly the Retail Products Group or “Retail”). In addition, certain fee income and commission expenses associated with sales of non-proprietary products by broker-dealer subsidiaries have been moved from Global Annuity — U.S. to Life Other, with no impact on net income in either Global Annuity — U.S. or Life Other. The impact of these changes on the annual periods presented in The Hartford’s 2009 Annual Report on Form 10-K, which annual periods are not contained in the accompanying interim financial statements, is disclosed in the following tables:

		As Reported in the				Realignment of				Movement of
		2009 Annual Report				Mutual Fund				Non-Proprietary				Segment Results,
Revenues		on Form 10-K				Businesses				Product Results				As Revised
For the year ended December 31, 2009
Global Annuity — U.S. (formerly Retail)		$	2,132			$	(517	)		$	(149	)		$	1,466
Retirement			324				517				—				841
Life Other			58				—				149				207
For the year ended December 31, 2008
Global Annuity — U.S. (formerly Retail)		$	2,753			$	(666	)		$	(150	)		$	1,937
Retirement			338				666				—				1,004
Life Other			60				—				150				210
For the year ended December 31, 2007
Global Annuity — U.S. (formerly Retail)		$	3,055			$	(688	)		$	(140	)		$	2,227
Retirement			242				688				—				930
Life Other			67				—				140				207

		As Reported in the				Realignment of
		2009 Annual Report				Mutual Fund				Segment Results,
Net Income (Loss)		on Form 10-K				Businesses				As Revised
For the year ended December 31, 2009
Global Annuity — U.S. (formerly Retail)		$	(410	)		$	(34	)		$	(444	)
Retirement			(222	)			34				(188	)
For the year ended December 31, 2008
Global Annuity — U.S. (formerly Retail)		$	(1,399	)		$	(37	)		$	(1,436	)
Retirement			(157	)			37				(120	)
For the year ended December 31, 2007
Global Annuity — U.S. (formerly Retail)		$	812			$	(65	)		$	747
Retirement			61				65				126

Life is organized into six reporting segments, Global Annuity — U.S., Global Annuity — International, Retirement, Individual Life, Group Benefits and Institutional.

Global Annuity — U.S. offers individual variable, fixed market value adjusted (“MVA”), and single premium immediate annuities.

Global Annuity — International administers investments, retirement savings and other insurance and savings products to individuals and groups outside the United States. The Company’s Japan operation is the largest component of the Global Annuity — International segment.

Retirement provides products and services to corporations pursuant to Section 401(k) and products and services to municipalities and not-for-profit organizations under Section 457 and 403(b) of the IRS code, as well as Retail mutual funds, Insurance Product mutual funds, Investment-Only mutual funds and 529 college savings plans.

Individual Life sells a variety of life insurance products, including variable universal life, universal life, and term life.

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

3. Segment Information (continued)

Group Benefits provides employers, associations, affinity groups and financial institutions with group life, accident and disability coverage, along with other products and services, including voluntary benefits, and group retiree health.

Institutional, primarily offers institutional liability products, such as variable Private Placement Life Insurance (“PPLI”) owned by corporations and high net worth individuals and stable value products. Institutional continues to service existing customers of its suspended businesses, which includes Leveraged PPLI, structured settlements and institutional annuities (primarily terminal funding cases).

Life includes within its Other category corporate items not directly allocated to any of its reportable operating segments; inter-segment eliminations; the mark-to-mark adjustment for the Global Annuity — International variable annuity assets that are classified as equity securities, trading, reported in net investment income and the related change in interest credited reported as a component of benefits, losses and loss adjustment expenses; and includes certain fee income and commission expenses associated with sales of non-proprietary products by broker-dealer subsidiaries.

Life charges direct operating expenses to the appropriate segment and allocates the majority of indirect expenses to the segments based on an intercompany expense arrangement. Inter-segment revenues primarily occur between Life’s Other category and the reporting segments. These amounts primarily include interest income on allocated surplus and interest charges on excess separate account surplus.

Property & Casualty

Property & Casualty is organized into five reporting segments: the underwriting segments of Personal Lines, Small Commercial, Middle Market and Specialty Commercial (collectively, “Ongoing Operations”); and the Other Operations segment. For the three months ended June 30, 2010 and 2009, AARP members accounted for earned premiums of $716 and $709, respectively, in Personal Lines. For both the six months ended June 30, 2010 and 2009, AARP members accounted for earned premiums of $1.4 billion in Personal Lines.

Through inter-segment arrangements, Specialty Commercial reimburses Personal Lines, Small Commercial and Middle Market for losses incurred from uncollectible reinsurance and losses incurred under certain liability claims. Earned premiums assumed (ceded) under the inter-segment arrangements were as follows:

		Three Months Ended								Six Months Ended
Net assumed (ceded) earned premiums under		June 30,								June 30,
inter-segment arrangements		2010				2009				2010				2009
Personal Lines		$	(2	)		$	(2	)		$	(3	)		$	(3	)
Small Commercial			(4	)			(6	)			(10	)			(12	)
Middle Market			(2	)			(5	)			(7	)			(11	)
Specialty Commercial			8				13				20				26
Total		$	—			$	—			$	—			$	—

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

3. Segment Information (continued)

Financial Measures and Other Segment Information

One of the measures of profit or loss used by The Hartford’s management in evaluating the performance of its Life segments is net income. Net income is also a measure of profit or loss used in evaluating the performance of Ongoing Operations and the Other Operations segment. Within Ongoing Operations, the underwriting segments of Personal Lines, Small Commercial, Middle Market and Specialty Commercial are evaluated by The Hartford’s management primarily based upon underwriting results. Underwriting results represent premiums earned less incurred losses, loss adjustment expenses and underwriting expenses. The sum of underwriting results, net servicing income, net investment income, net realized capital gains and losses, other expenses, and related income taxes is net income (loss).

		Three Months Ended								Six Months Ended
		June 30,								June 30,
Revenues by Product Line		2010				2009				2010				2009
Life
Earned premiums, fees, and other considerations
Global Annuity — U.S.
Variable annuity		$	437			$	314			$	839			$	728
Fixed MVA annuity [1]			1				1				4				—
Total Global Annuity — U.S.			438				315				843				728
Global Annuity — International
Variable annuity			191				183				389				351
Fixed MVA annuity			9				7				17				13
Other			3				8				7				16
Total Global Annuity — International			203				198				413				380
Retirement
401(k)			80				71				156				134
403(b)/457			9				9				20				19
Retail mutual funds			142				120				284				226
Other [2]			32				5				63				7
Total Retirement			263				205				523				386
Individual Life
Variable life			101				109				203				273
Universal life			104				97				209				194
Term / Other life			11				12				24				24
Total Individual Life			216				218				436				491
Group Benefits
Group disability			502				484				1,033				1,014
Group life and accident			514				529				1,026				1,072
Other			58				61				117				126
Total Group Benefits			1,074				1,074				2,176				2,212
Institutional
Institutional investment products			4				81				17				295
PPLI [3]			43				31				83				65
Total Institutional			47				112				100				360
Other			47				51				90				98
Total earned premiums, fees, and other considerations			2,288				2,173				4,581				4,655
Net investment income (loss)
Securities available-for-sale and other			807				739				1,551				1,428
Equity securities, trading			(2,649	)			2,523				(1,948	)			1,799
Total net investment income (loss)			(1,842	)			3,262				(397	)			3,227
Net realized capital gains (losses)			(25	)			(329	)			(261	)			36
Total Life		$	421			$	5,106			$	3,923			$	7,918

THE HARTFORD FINANCIAL SERVICES GROUP, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

3. Segment Information (continued)

		Three Months Ended								Six Months Ended
		June 30,								June 30,
Revenues by Product Line (continued)		2010				2009				2010				2009
Property & Casualty
Earned premiums
Ongoing Operations
Personal Lines
Automobile		$	710			$	711			$	1,422			$	1,415
Homeowners			284				274				567				549
Total Personal Lines			994				985				1,989				1,964
Small Commercial
Workers’ compensation			300				292				592				588
Package business			282				281				561				564
Automobile			66				70				132				143
Total Small Commercial			648				643				1,285				1,295
Middle Market
Workers’ compensation			202				218				414				431
Property			130				139				262				285
Automobile			64				74				129				151
Liability			91				107				183				219
Total Middle Market			487				538				988				1,086
Specialty Commercial
Workers’ compensation			71				66				142				131
Property			7				7				15				23
Automobile			21				21				43				43
Liability			44				52				91				110
Fidelity and surety			57				64				113				131
Professional liability			80				101				163				205
Total Specialty Commercial			280				311				567				643
Total Ongoing Operations			2,409				2,477				4,829				4,988
Other Operations			1				1				1				1
Total earned premiums			2,410				2,478				4,830				4,989
Other revenues [1]			120				120				238				238
Net investment income			340				280				649				505
Net realized capital gains (losses)			36				(78	)			(4	)			(401	)
Total Property & Casualty			2,906				2,800				5,713				5,331
Corporate			9				(269	)			19				(218	)
Total revenues		$	3,336			$	7,637			$	9,655			$	13,031