GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
8515 East Orchard Road
Englewood, Colorado 80111
January 12, 1998
Securities and Exchange Commission
450 Fifth Street NW
Washington DC 20549
ATTENTION: Filing Desk
RE: Maxim Series Account
497 (e) Filing (File No. 33-82610)
Great-West Life & Annuity Insurance Company
Dear Filing Desk:
Enclosed for filing is a 497(e) filing for Maxim Series Account. The purpose of
this filing is to add new investment options available through the Account.
Please contact me at (303) 689-3817 with any questions or comments you may have
concerning the enclosed.
Sincerely,
/s/ Beverly A. Byrne
Beverly A. Byrne
Assistant Vice President
and Associate Counsel
<PAGE>
Rule 497(e)
File No. 33-82610
Maxim Series Account
of
Great-West Life & Annuity Insurance Company
Effective
January 15, 1998
On Page 1 of the prospectus, in the last paragraph the number of Investment
Divisions should be revised from "fifteen" to "twenty-four" and the number of
Investment Divisions that invest in shares of the portfolios of Maxim Series
Fund, Inc. should be revised from "thirteen" to "twenty-two."
On Page 2 of the prospectus, please add the following Investment Divisions:
Maxim Value Index Portfolio seeks to provide investment results, before
fees, that correspond to the total return of the Russell 1000 Value Index.
The Russell 1000 Value Index was developed by the Frank Russell Company to
track stock market performance of stocks from the Russell 1000 Index
exhibiting certain characteristics suggesting value potential.
Maxim Growth Index Portfolio seeks to provide investment results, before
fees, that correspond to the total return of the Russell 1000 Growth Index.
The Russell 1000 Growth Index was developed by the Frank Russell Company to
track stock market performance of stocks from the Russell 1000 Index
exhibiting certain characteristics suggesting growth potential.
Maxim Blue Chip Portfolio seeks long-term growth of capital and income by
investing primarily in common stocks of large, well-established, stable and
mature companies, commonly known as "Blue Chip" companies.
Maxim MidCap Growth Portfolio seeks long-term appreciation by investing
primarily in common stocks of medium-sized (mid-cap) growth companies. The
Portfolio will normally invest at least 65% of its assets in a diversified
portfolio of mid-cap companies whose earnings are expected to grow at a
faster rate than the average company.
Maxim Aggressive Profile Portfolio seeks to achieve a high total return on
investment through long-term capital appreciation by investing in other
Maxim Portfolios. It is designed for an investor who is willing to take on a
greater degree of risk now for the chance of better returns later and places
a higher priority on investment growth than on safety. This investor
typically is comfortable riding out the ups and downs of the markets. This
Portfolio would not be appropriate for an investor with a short investment
horizon.
Maxim Moderately Aggressive Profile Portfolio seeks to achieve a high total
return on investment through long-term capital appreciation by investing in
other Maxim Portfolios. It is designed for an investor who is willing to
take on a slightly greater degree of risk now for the chance of better
returns later and places a high priority on investment growth but also seeks
some safety. This investor typically is comfortable riding out the ups and
downs of the markets but is not comfortable with the volatility that would
be associated with the Maxim Aggressive Profile Portfolio. This Portfolio
would not be appropriate for an investor with a short investment horizon.
Maxim Moderate Profile Portfolio seeks to achieve a high total return on
investment through long-term capital appreciation by investing in other
Maxim Portfolios. This investor likes the potential for higher returns but
seeks more safety than an aggressive or moderately aggressive investor.
Maxim Moderately Conservative Profile Portfolio seeks to achieve the
highest possible total return consistent with reasonable risk through a
combination of income and capital appreciation by investing in other Maxim
Portfolios. This Portfolio is designed for an investor who places a priority
on investment safety but is willing to take some risk for a potential higher
return on investment. This investor may be approaching retirement or simply
prefers to take less risk than other investors.
Maxim Conservative Profile Portfolio seeks to achieve total return
consistent with preservation of capital primarily through fixed income
investments by investing in other Maxim Portfolios. This Portfolio is
designed for an investors whose highest priority is safety for which the
investor is willing to accept lower potential return on investment. This
investor may be approaching retirement or simply prefers to take less risk
than other investors.
On page 4, under the heading Maxim Series Fund, Inc. Annual Expenses, please
insert the following:
- ---------------- --------------- --------------- --------------- ---------------
Management Fees .60% .60% 1.00% 1.00%
Other Expenses None None .15% .05%
Total Expenses .60% .60% 1.15% 1.05%
- ---------------- --------------- --------------- --------------- ---------------
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
- ---------------- --------------- --------------- --------------- --------------- ---------------
Management Fees ..25% .25% .25% .25% .25%
Other Expenses None None None None None
Total Expenses .25% .25% .25% .25% .25%
- ---------------- --------------- --------------- --------------- --------------- ---------------
</TABLE>
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Minimum Total Maxim Series Maximum Total Maxim Series
Fund Annual Expenses* Fund Annual Expenses**
Aggressive Profile+ 1.16% 1.46%
Moderately Aggressive Profile+ 1.08% 1.40%
Moderate Profile+ 1.02% 1.32%
Moderately Conservative 1.00% 1.23%
Profile+
Conservative Profile+ 0.85% 1.11%
</TABLE>
+ Each Profile Portfolio will invest in shares of other Maxim Portfolios
("Underlying Portfolios"). Therefore, each Profile Portfolio will, in addition
to its own expenses such as management fees, bear its pro rata share of the fees
and expenses incurred by the Underlying Portfolios and the investment return of
each Profile Portfolio will be net of the Underlying Portfolios expenses.
* The Minimum Fees are determined by assuming the allocation of each Profile
Portfolio's assets to those for the Underlying Portfolios (please see the Maxim
Series Fund prospectus for the Profile Portfolios for further information on the
Profile Portfolios) with the lowest Total Annual Expenses.
** The Maximum Fees are determined by assuming the allocation of each Profile
Portfolio's assets to those for the Underlying Portfolios (please see the Maxim
Series Fund prospectus for the Profile Portfolios for further information on the
Profile Portfolios) with the highest Total Annual Expenses.
<PAGE>
On page 5, under the first Example table, please add Maxim Value Index and Maxim
Growth Index to the Example for the Maxim Bond, Maxim Stock Index, Maxim U.S.
Government Securities, Maxim Small-Cap Index and Maxim Total Return Investment
Divisions, and insert the following:
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Investment Division 1 Year 3 Year 5 Year 10 Year
- ----------------------------------- ------------------ ------------- -------------- -------------
Maxim Blue Chip $25.51 $82.35 $147.70 $355.19
Maxim MidCap Growth $24.49 $79.12 $142.04 $342.39
Maxim Aggressive Profile* $27.15 $87.50 $156.69 $375.41
Maxim Moderately Aggressive Profile* $26.43 $85.25 $152.77 $366.61
Maxim Moderate Profile* $25.72 $82.99 $148.83 $357.74
Maxim Moderately Conservative Profile* $25.20 $81.38 $146.00 $351.37
Maxim Conservative Profile* $23.77 $76.85 $138.07 $333.36
</TABLE>
* The Examples of Expenses for the Profile Portfolios are calculated using the
midpoint of the minimum and maximum fees set forth under Maxim Series Fund, Inc.
Annual Expenses.
On page 5, under the second Example table, please add Maxim Value Index and
Maxim Growth Index to the Example for the Maxim Bond, Maxim Stock Index, Maxim
U.S. Government Securities, Maxim Small-Cap Index and Maxim Total Return
Investment Divisions, and insert the following:
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Investment Division 1 Year 3 Year 5 Year 10 Year
- ----------------------------------- ------------------ ------------- -------------- -------------
Maxim Blue Chip $97.23 $136.11 $181.56 $355.19
Maxim MidCap Growth $96.27 $133.04 $176.07 $342.39
Maxim Aggressive Profile* $98.75 $141.00 $190.28 $375.41
Maxim Moderately Aggressive Profile* $98.08 $138.87 $186.47 $366.61
Maxim Moderate Profile* $97.42 $136.72 $182.65 $357.74
Maxim Moderately Conservative Profile* $96.94 $135.19 $179.91 $351.37
Maxim Conservative Profile* $95.61 $130.89 $172.21 $333.36
</TABLE>
* The Examples of Expenses for the Profile Portfolios are calculated using the
midpoint of the minimum and maximum fees set forth under Maxim Series Fund, Inc.
Annual Expenses.
On page 12, under the heading Average Annual Total Returns, please insert the
following:
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Investment Division Before After Before After Before After
CDSC CDSC CDSC CDSC CDSC 10 CDSC 10
1 Year 1 Year 5 Year 5 Year Year or Year or
Since Since
Inception Inception
Maxim Value Index 19.14% 10.79% N/A N/A 15.91% 13.79%
Maxim Growth Index 20.59% 12.13% N/A N/A 17.55% 15.28%
Maxim Blue Chip N/A N/A N/A N/A N/A N/A
Maxim MidCap Growth N/A N/A N/A N/A N/A N/A
Maxim International Equity
Maxim Aggressive Profile N/A N/A N/A N/A N/A N/A
Maxim Moderately
Aggressive Profile N/A N/A N/A N/A N/A N/A
Maxim Moderate Profile N/A N/A N/A N/A N/A N/A
Maxim Moderately
Conservative Profile N/A N/A N/A N/A N/A N/A
Maxim Conservative Profile N/A N/A N/A N/A N/A N/A
</TABLE>
<PAGE>
On page 12, Please insert the following to the existing chart:
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Investment Division Portfolio Investment Division
Inception Date Inception In Contract
Maxim Value Index December 1, 1993 January 15, 1998
Maxim Growth Index December 1, 1993 January 15, 1998
Maxim Blue Chip July 1, 1997 January 15, 1998
Maxim MidCap Growth July 1, 1997 January 15, 1998
Maxim Aggressive Profile September 10, 1997 January 15, 1998
Maxim Moderately Aggressive Profile September 10, 1997 January 15, 1998
Maxim Moderate Profile September 10, 1997 January 15, 1998
Maxim Moderately Conservative September 10, 1997 January 15, 1998
Profile
Maxim Conservative Profile September 10, 1997 January 15, 1998
</TABLE>
On page 13, in the last paragraph in the first column, the number of Investment
Divisions should be revised from "fifteen" to "twenty-four."
