Rule 497(e)
File No. 33-82610
MAXIM SERIES ACCOUNT OF GREAT-WEST LIFE & ANNUITY INSURANCE
COMPANY
Insert on cover page of prospectus:
Effective November 1, 1996, the Investment Adviser of Maxim Series
Fund will be GW Capital
Management, Inc. As of that date, references in the prospectus to
The Great-West Life Assurance
Company as Investment Adviser to Maxim Series Fund, Inc. are
deleted and replaced with GW Capital
Management, Inc. GW Capital Management, Inc. is a wholly owned
subsidiary of Great-West Life &
Annuity Insurance Company.
Effective December 1, 1996, the individual flexible premium
variable annuity contracts ("Variable Annuity
Contracts" or "Contracts") issued by Great-West Life & Annuity
Insurance Company will be distributed by
BenefitsCorp Equities, Inc. As of that date, references in the
prospectus to distribution of the Contracts
by The Great-West Life Assurance Company are deleted and replaced
with BenefitsCorp Equities, Inc.
BenefitsCorp Equities, Inc. is a wholly owned subsidiary of
Great-West Life & Annuity Insurance Company.
