Rule 497(e)
File No. 2-89550
FUTUREFUNDS 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 group variable annuity contracts ("Group
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 Group 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.