RYDEX ADVISOR VARIABLE ANNUITY ACCOUNT
497, 1997-10-22
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                                             Rule 497(e)
                                             File  No.  333-03093
          




              RYDEX ADVISOR VARIABLE ANNUITY ACCOUNT

               Supplement, dated October 24, 1997,
                                to
               Prospectus, dated November 1, 1996,
                as supplemented September 17, 1997



The  last  sentence  in  Footnote  3  under the heading "FEES AND
EXPENSES  OF  THE  SUBACCOUNTS,"   at  page I-11 in Part I of the
Prospectus,  is  hereby deleted, and the following text is hereby
inserted in lieu thereof:

     E f fective  July  1,  1997,  PADCO  and  the  Servicer
     voluntarily  agreed  to  extend  these existing expense
     limitations for a period of six months through December
     3 1 ,  1997,  and  these  expense  limitations  may  be
     continued thereafter at the discretion of PADCO and the
     Servicer.    Fees waived or expenses paid or assumed by
     P A D C O   and  the  Servicer  under  these  voluntary
     agreements,  after  October  24,  1997,  are subject to
     reimbursement  to PADCO and the Servicer by each of the
     Nova, Ursa, OTC, Precious Metals, U.S. Government Bond,
     Juno, and Money Market Subaccounts whenever the expense
     ratio  of  each  such Subaccount is below 2.80%, 2.90%,
     2.80%,  2.80%,  2.40%,  2.90%, and 2.20%, respectively;
     however,  no reimbursement will be made by a Subaccount
     after October 24, 1999.



The  last  sentence  in  the  second  paragraph under the heading
"COSTS  AND  EXPENSES"  and the third paragraph under the heading
"COSTS AND EXPENSES,"  at page II-20 in Part II of the Prospectus,
are  hereby deleted, and the following text is hereby inserted in
lieu thereof:

     E f fective  July  1,  1997,  PADCO  and  the  Servicer
     voluntarily  agreed  to  extend  these existing expense
     limitations for a period of six months through December
     3 1 ,  1997,  and  these  expense  limitations  may  be
     continued thereafter at the discretion of PADCO and the
     Servicer.    Fees waived or expenses paid or assumed by
     P A D C O   and  the  Servicer  under  these  voluntary

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     agreements,  after  October  24,  1997,  are subject to
     reimbursement  to PADCO and the Servicer by each of the
     Nova, Ursa, OTC, Precious Metals, U.S. Government Bond,
     Juno, and Money Market Subaccounts whenever the expense
     ratio  of  each  such Subaccount is below 2.80%, 2.90%,
     2.80%,  2.80%,  2.40%,  2.90%, and 2.20%, respectively;
     however,  no reimbursement will be made by a Subaccount
     after October 24, 1999.

     Great  American  Reserve  and  PADCO  have advanced the
     organizational expenses of the Separate Account.  These
     expenses  (a  total  of approximately $571,080) will be
     reimbursed by the Subaccounts and amortized over a five
     year  period.    These amortized reimbursements will be
     allocated  among  the  Subaccounts daily and reconciled
     and settled monthly on the basis of relative Subaccount
     net assets.




































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                                             Rule 497(e)
                                             File  No.  333-03093
          




              RYDEX ADVISOR VARIABLE ANNUITY ACCOUNT

               Supplement, dated October 24, 1997,
                                to
   Statement of Additional Information, dated November 1, 1996,
                as supplemented September 17, 1997



The  last  sentence  in  the  fourth  paragraph under the heading
"PADCO  ADVISORS  II,  INC.,"  at  page  15 in  the  Statement of
Additional Information, is hereby deleted, and the following text
is hereby inserted in lieu thereof:

     E f fective  July  1,  1997,  PADCO  and  the  Servicer
     voluntarily  agreed  to  extend  these existing expense
     limitations for a period of six months through December
     3 1 ,  1997,  and  these  expense  limitations  may  be
     continued thereafter at the discretion of PADCO and the
     Servicer.    Fees waived or expenses paid or assumed by
     P A D C O   and  the  Servicer  under  these  voluntary
     agreements,  after  October  24,  1997,  are subject to
     reimbursement  to PADCO and the Servicer by each of the
     Nova, Ursa, OTC, Precious Metals, U.S. Government Bond,
     Juno, and Money Market Subaccounts whenever the expense
     ratio  of  each  such Subaccount is below 2.80%, 2.90%,
     2.80%,  2.80%,  2.40%,  2.90%, and 2.20%, respectively;
     however,  no reimbursement will be made by a Subaccount
     after October 24, 1999.

















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