ORCHARD SERIES FUND
N-8A, 1996-07-29
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SECURITIES AND EXCHANGE COMMISSION
Washington, DC  20549

FORM N-8A

NOTIFICATION OF REGISTRATION FILED PURSUANT TO SECTION 8(a)
OF THE INVESTMENT COMPANY ACT OF 1940

The undersigned investment company hereby notifies the Securities and Exchange 
Commission that it registers under and pursuant to the provisions of Section 
8(a) of the Investment Company Act of 1940 and in connection with such 
notification of registration submits the following information:

ORCHARD SERIES FUND
(Name)

8515 E. Orchard Road
Englewood, Colorado 80111
(Address of Principal Business Office)

(303) 689-3000
(Telephone Number)

W.T. McCallum
President and Chief Executive Officer
Great-West Life & Annuity Insurance Company
8515 E. Orchard Road
Englewood, Colorado 80111
(Name and Address of Agent for Service of Process)

Check Appropriate Box:

Registrant is filing a Registration Statement pursuant to Section 8(b) of 
the Investment Company Act of 1940 concurrently with the filing of Form N-8A: 

YES [x]	NO [  ]


	SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the 
registrant has caused this notification of registration to be duly signed on 
its behalf in the City of Englewood and the State of Colorado on the 30th
day of July, 1996.

ORCHARD SERIES FUND



By:	/s/ James D. Motz	
James D. Motz
President



Attest:	/s/ Beverly A. Byrne 			
Beverly A. Byrne
Assistant Secretary



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