FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2000
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transaction period from to
Commission file number 333-1173
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Colorado 84-0467907
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer
Identification Number)
8515 East Orchard Road, Englewood, CO 80111
(Address of principal executive offices)
(Zip Code)
[303] 689-4128
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
As of March 31, 2000, 7,032,000 shares of the registrant's common stock were
outstanding, all of which were owned by the registrant's parent company.
NOTE: This Form 10-Q is filed by the registrant only as a consequence of the
sale by the registrant of a market value adjusted annuity product.
<PAGE>
20
TABLE OF CONTENTS
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Page
-----------
Part I FINANCIAL INFORMATION
Item 1 Financial Statements
Consolidated Statements of Income 3
Consolidated Balance Sheets 4
Consolidated Statements of Cash Flows 6
Notes to Consolidated Financial Statements 8
Item 2 Management's Discussion and Analysis of Financial 10
Condition and Results of Operations
Part II OTHER INFORMATION
Item 1 Legal Proceedings 18
Item 6 Exhibits and Reports on Form 8-K 18
Signatures 18
</TABLE>
PART I FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
<TABLE>
CONSOLIDATED STATEMENTS OF INCOME
(Dollars in Thousands)
- -----------------------------------------------------------------------------------------------
(Unaudited)
Three Months Ended
March 31,
---------------------------
2000 1999
------------- -------------
REVENUES:
<S> <C> <C>
Premiums $ 352,735 317,754
Fee income 211,634 154,036
Net investment income 230,376 216,113
Net realized gains (losses) on 1,337 (6,043)
investments
------------- -------------
796,082 681,860
------------- -------------
BENEFITS AND EXPENSES:
Life and other policy benefits 281,371 240,389
Increase in reserves 25,558 35,075
Interest paid or credited to 125,694 109,965
contractholders
Provision for policyholders' share of
earnings on participating business 2,278 1,452
Dividends to policyholders 22,631 21,893
------------- -------------
457,532 408,774
------------- -------------
------------- -------------
Commissions 46,420 45,034
Operating expenses 201,932 150,122
Premium taxes 8,749 7,138
------------- -------------
714,633 611,068
------------- -------------
INCOME BEFORE INCOME TAXES 81,449 70,792
PROVISION FOR INCOME TAXES:
Current 12,552 15,854
Deferred 16,197 9,534
------------- -------------
28,749 25,388
------------- -------------
NET INCOME $ 52,700 45,404
============= =============
See notes to consolidated financial statements.
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
- -----------------------------------------------------------------------------------------------
March 31, December 31,
ASSETS 2000 1999
- ------
-------------- --------------
(Unaudited)
INVESTMENTS:
Fixed Maturities:
Held-to-maturity, at amortized cost
(fair value $2,201,573 and $2,238,581) $ 2,238,048 $ 2,260,581
Available-for-sale, at fair value
(amortized cost $7,083,939 and $6,953,383) 6,863,926 6,727,922
Mortgage loans on real estate, net 941,175 974,645
Common stock 91,690 69,240
Real estate, net 110,369 103,731
Policy loans 2,670,258 2,681,132
Short-term investments, available-for-sale
(cost approximates fair value) 119,231 240,804
-------------- --------------
Total Investments 13,034,697 13,058,055
Cash 330,142 257,840
Reinsurance receivable 180,846 173,322
Deferred policy acquisition costs 267,445 282,295
Investment income due and accrued 145,468 137,810
Other assets 373,227 308,419
Premiums in course of collection 164,468 142,199
Deferred income taxes 240,145 253,323
Separate account assets 13,403,470 12,476,256
-------------- --------------
TOTAL ASSETS $ 28,139,908 $ 27,089,519
============== ==============
See notes to consolidated financial statements. (Continued)
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
CONSOLIDATED BALANCE SHEETS
(Dollars in Thousands)
- -----------------------------------------------------------------------------------------------
March 31, December 31,
LIABILITIES AND STOCKHOLDER'S EQUITY 2000 1999
- ------------------------------------
-------------- --------------
(Unaudited)
POLICY BENEFIT LIABILITIES:
Policy reserves $ 11,604,570 $ 11,737,683
Policy and contract claims 588,135 391,968
Policyholders' funds 199,630 185,623
Provision for policyholders' dividends 71,131 70,726
GENERAL LIABILITIES:
Due to Parent Corporation 25,071 35,979
Due to GWL&A Financial Inc. 175,035 175,035
Repurchase agreements 80,579
Commercial paper 99,207
Other liabilities 652,033 638,469
Undistributed earnings on
participating business 133,719 130,638
Separate account liabilities 13,403,470 12,476,256
-------------- --------------
Total Liabilities 26,952,001 25,922,956
-------------- --------------
STOCKHOLDER'S EQUITY:
Preferred stock, $1 par value, 50,000,000 shares
authorized;
0 shares issued and outstanding
Common stock, $1 par value; 50,000,000 shares
authorized;
7,032,000 shares issued and outstanding 7,032 7,032
Additional paid-in capital 700,316 700,316
Accumulated other comprehensive loss (88,817) (84,861)
Retained earnings 569,376 544,076
-------------- --------------
Total Stockholder's Equity 1,187,907 1,166,563
-------------- --------------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY $ 28,139,908 $ 27,089,519
============== ==============
See notes to consolidated financial statements.
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
- -----------------------------------------------------------------------------------------------
(Unaudited)
Three Months Ended
March 31,
-----------------------------
2000 1999
------------- -------------
OPERATING ACTIVITIES:
Net income $ 52,700 $ 45,404
Adjustments to reconcile net income to
net cash provided by operating activities:
Gain allocated to participating policyholders 2,278 1,452
Amortization of investments (11,689) 820
Realized losses (gains) on disposal of investments
and write-downs of mortgage loans and real estate (1,337) 6,043
Amortization 10,472 8,065
Deferred income taxes 16,197 9,534
Changes in assets and liabilities:
Policy benefit liabilities 276,754 392,918
Reinsurance receivable (7,524) 12,924
Accrued interest and other receivables (29,927) (309)
Other, net (35,455) (86,024)
------------- -------------
Net cash provided by operating activities 272,469 390,827
------------- -------------
INVESTING ACTIVITIES:
Proceeds from sales, maturities, and
redemptions of investments:
Fixed maturities
Held-to-maturity
Maturities and redemptions 116,500 190,330
Available-for-sale
Sales 451,242 1,205,592
Maturities and redemptions 232,994 204,750
Mortgage loans 36,738 46,148
Real estate 2,984
Common stock 5,813 3,842
Purchases of investments:
Fixed maturities
Held-to-maturity (91,902) (104,092)
Available-for-sale (688,190) (1,380,429)
Mortgage loans (463) (744)
Real estate (10,140) (6,399)
Common stock (22,437) (3,678)
------------- -------------
Net cash provided by investing activities 33,139 155,320
------------- -------------
(Continued)
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
- -----------------------------------------------------------------------------------------------
(Unaudited)
Three Months Ended
March 31,
-----------------------------
2000 1999
------------- -------------
FINANCING ACTIVITIES:
Contract withdrawals, net of deposits $ (213,626) $ (280,456)
Net Parent Corporation borrowings (repayments) (10,908) (3,420)
Dividends paid (27,400) (20,750)
Net commercial paper borrowings (repayments) 99,207 (28)
Net repurchase agreements borrowings (repayments) (80,579) (175,287)
------------- -------------
Net cash used in financing activities (233,306) (479,941)
------------- -------------
NET INCREASE (DECREASE) IN CASH 72,302 66,206
CASH, BEGINNING OF YEAR 257,840 176,119
------------- -------------
CASH, END OF PERIOD $ 330,142 $ 242,325
============= =============
</TABLE>
See notes to consolidated financial statements. (Concluded)
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in Thousands)
- -----------------------------------------------------------------------------
(Unaudited)
1. BASIS OF PRESENTATION
The consolidated financial statements and related notes of Great-West
Life & Annuity Insurance Company (the Company) have been prepared in
accordance with generally accepted accounting principles applicable to
interim financial reporting and do not include all of the information
and footnotes required for complete financial statements. However, in
the opinion of management, these statements include all normal recurring
adjustments necessary for a fair presentation of the results. These
financial statements should be read in conjunction with the audited
consolidated financial statements and the accompanying notes included in
the Company's latest annual report on Form 10-K for the year ended
December 31, 1999.
Operating results for the three months ended March 31, 2000 are not
necessarily indicative of the results that may be expected for the full
year ending December 31, 2000.
2. NEW ACCOUNTING PRONOUNCEMENTS
In June 1998, the Financial Accounting Standards Board issued Statement
No. 133, "Accounting for Derivative Instruments and for Hedging
Activities", which is required to be adopted in years beginning after
June 15, 1999. This Statement provides a comprehensive and consistent
standard for the recognition and measurement of derivatives and hedging
activities. In June 1999, the Financial Accounting Standards Board
issued Statement No. 137, "Accounting for Derivative Instruments and
Hedging Activities - Deferral of the Effective Date of FASB Statement
No. 133", which delays the effective date of Statement No. 133 for one
year, to fiscal years beginning after June 15, 2000. Because of the
Company's minimal use of derivatives, management does not anticipate
that the adoption of the new Statement will have a significant effect on
earnings or the financial position of the Company.
3. OTHER
Effective January 1, 2000, the Company coinsured the majority of General
American Life Insurance Company's ("General American") group life and
health insurance business, which primarily consists of administrative
services only and stop loss policies. The agreement is expected to
convert to an assumption reinsurance agreement by January 1, 2001,
pending regulatory approval. The Company assumed approximately $150,000
of policy reserves and miscellaneous liabilities in exchange for an
equal amount of cash and miscellaneous assets from General American.
On October 6, 1999, the Company entered into an agreement with Allmerica
Financial Corporation ("Allmerica") to acquire Allmerica's group life
and health insurance business on March 1, 2000. This business primarily
consists of administrative services only and stop loss policies. The
in-force business is expected to be underwritten and retained by the
Company upon each policy renewal date. The purchase price is based on a
percentage of the premium and administrative fees in-force at March 1,
2000 and March 1, 2001.
The Company is involved in various legal proceedings that arise in the
ordinary course of its business. In the opinion of management, after
consultation with counsel, the resolution of these proceedings should
not have a material adverse effect on its financial position or results
of operations.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
Operating Summary (Millions) Three Months Ended March 31,
----------------------------------------
2000 1999
------------------ ------------------
Premiums $ 353 $ 318
Fee income 212 154
Net investment income 230 216
Realized investment gains (losses) 1 (6)
------------------ -- ------------------
Total revenues 796 682
Total benefits and expenses 714 611
Income tax expenses 29 26
------------------ ------------------
Net income $ 53 $ 45
================== ==================
Deposits for investment type contracts 171 106
Deposits to separate accounts 661 670
Self-funded premium equivalents 1,188 718
March 31, December 31,
Balance Sheet (Millions) 2000 1999
------------------ ------------------
Investment assets $ 13,035 $ 13,058
Separate account assets 13,403 12,476
Total assets 28,139 27,090
Total policy benefit liabilities 12,463 12,386
Due to Parent Corporation 25 36
Due to GWL&A Financial 175 175
Total stockholder's equity 1,188 1,167
</TABLE>
GENERAL
The following discussion addresses the financial condition of the
Company as of March 31, 2000, compared with December 31, 1999, and its
results of operations for the quarter ended March 31, 2000, compared
with the same period last year. The discussion should be read in
conjunction with the Management's Discussion and Analysis section
included in the Company's report on Form 10-K for the year ended
December 31, 1999 to which the reader is directed for additional
information.
CONSOLIDATED RESULTS
The Company's consolidated net income increased $8 million or 18% for
the first three months of 2000 when compared to the first three months
of 1999. The increase reflects an increase of $6 million in the
Financial Services segment, which resulted primarily from higher fee
income, favorable individual life insurance mortality and realized gains
on investments. The Employee Benefits segment's net income increased $2
million in 2000, primarily due to favorable morbidity experience which
more than offset unfavorable mortality experience.
Total revenues increased $114 million or 17% for the first three months
of 2000 when compared to the first three months of 1999. The growth in
revenues for the first three months of 2000 was comprised of increased
premium income of $35 million, increased fee income of $58 million,
increased net investment income of $14 million and increased realized
gains on investments of $7 million.
The increased premium income in 2000 was comprised of growth in Employee
Benefits premium income of $37 million offset by a decrease in Financial
Services premium income of $2 million. The growth in Employee Benefits
primarily reflects premium income of $43 million derived from the
acquisition of General American.
The growth in fee income is also primarily in the Employee Benefits
segment, where fee income derived from the acquisition of General
American was $31 million during the first quarter of 2000. Additionally,
the increase in fee income derived from the acquisition of Alta Health
and Life Insurance Company ("Alta") in June 1998 (formerly known as
Anthem Health & Life Insurance Company) was $9 million during the first
quarter of 2000. The remaining increase was the result of new sales and
increased fees on variable funds related to growth in equity markets.
The increase in net investment income was the result of higher interest
rates and a higher earned rate. The actual earned rate at March 31, 2000
was 7.10% compared to 7.01% at March 31, 1999.
Realized investment gains increased from a realized investment loss of
$6 million in the first three months of 1999 to a realized investment
gain of $1 million in 2000. The rise in interest rates resulted in
losses on sales of fixed maturities totaling $2 million and $9 million
for the first three months of 2000 and 1999, respectively. Decreases in
the provision for asset losses of $2 million and $3 million were
recognized for the first three months of 2000 and 1999, respectively.
The benefits and expenses increased $103 million or 17% for the first
three months of 2000 when compared to the first three months of 1999.
The growth in benefits and expenses was primarily in the Employee
Benefits segment, which increased $89 million, of which $72 million
related to benefits and expenses generated by General American. The
Financial Services segment reflected an increase in benefits and
expenses of $14 million.
Income tax expense increased $3 million or 12% for the first three
months of 2000 when compared to the first three months of 1999. The
increase reflects higher pre-tax earnings for the first three months of
2000.
In evaluating its results of operations, the Company also considers net
changes in deposits received for investment-type contracts, deposits to
separate accounts and self-funded equivalents. Self-funded equivalents
represent paid claims under minimum premium and administrative services
only contracts, which amounts approximate the additional premiums that
would have been earned under such contracts if they had been written as
traditional indemnity or HMO programs.
Deposits for investment-type contracts increased $65 million or 61% for
the first three months of 2000 when compared to the first three months
of 1999. This increase is primarily attributable to the Financial
Services segment, where the Company has experienced growth in premium
for fixed annuity products due to higher interest crediting rates being
offered to customers and the volatility in the variable marketplace.
Deposits for separate accounts decreased $9 million or 1% for the first
three months of 2000 when compared to the first three months of 1999.
Self-funded premium equivalents increased $470 million or 65% for the
first three months of 2000 when compared to the first three months of
1999. The increase was due to the acquisition's of General American
($350 million) and Alta ($42 million), with the remainder coming from
the growth in business in the Employee Benefits segment.
Total assets increased $1 billion or 4% when compared to the year ended
December 31, 1999, which is attributable to the separate account
business.
SEGMENT RESULTS
Employee Benefits
The following is a summary of certain financial data of the Employee
Benefits segment:
<TABLE>
<S> <C>
Operating Summary (Millions) Three Months Ended March 31,
----------------------------------------
2000 1999
------------------ ------------------
Premiums $ 302 $ 265
Fee income 183 134
Net investment income 23 19
Realized investment gains (losses) (2) (3)
------------------ -- ------------------
Total revenues 506 415
Total benefits and expenses 465 376
Income tax expenses 14 14
------------------ ------------------
Net income $ 27 $ 25
================== ==================
Deposits for investment type contracts 15 - -
Deposits to separate accounts 464 494
Self-funded premium equivalents 1,188 718
</TABLE>
Net income for Employee Benefits increased $2 million or 8% for the
first three months of 2000 when compared to the first three months of
1999.
401(k) premiums and deposits decreased 2% for the first three months of
2000 (from $516 million to $505 million). Assets under administration
(including third-party administration) in 401(k) increased 4% over the
first three months of 1999. The number of contributing participants
increased from 501,000 at December 31, 1999 to 514,000 at March 31,
2000.
Premiums, fee income and equivalent premiums for group life and health
increased 51% (from $1,094 million to $1,648 million) from the first
three months of 1999 primarily due to the acquisitions of General
American and Alta.
Financial Services
The following is a summary of certain financial data of the Financial
Services segment:
<TABLE>
<S> <C>
Operating Summary (Millions) Three Months Ended March 31,
----------------------------------------
2000 1999
------------------ ------------------
Premiums $ 51 $ 53
Fee income 29 20
Net investment income 207 197
Realized investment gains (losses) 3 (3)
------------------ -- ------------------
Total revenues 290 267
Total benefits and expenses 249 235
Income tax expenses 15 12
------------------ ------------------
Net income $ 26 $ 20
================== ==================
Deposits for investment type contracts 156 106
Deposits to separate accounts 197 176
</TABLE>
Net income for Financial Services increased $6 million or 30% for the
first three months of 2000 when compared to the first three months of
1999, due primarily to higher fee income, favorable individual life
mortality experience and realized gains on investments.
Savings
Savings premiums and deposits increased $98 million (from $246 million
to $344 million) or 40% for the first three months of 2000, which
reflects growth in deposits to separate accounts ($21 million) growth in
deposits to traditional fixed annuity products ($73 million).
The Financial Services segment's core savings business is in the
public/non-profit pension market. The assets of the public/non-profit
pension business, including separate accounts but excluding Guaranteed
Investment Contracts ("GICs"), increased 4% from December 31, 1999.
New contributions to variable business represented 45% of the total
deposits received in the first three months of 2000 compared to 64% for
the first three months of 1999.
Customer participation in guaranteed separate accounts decreased and
assets under management for guaranteed separate account funds were $647
million at March 31, 2000 compared to $654 at December 31, 1999.
Life Insurance
Individual life insurance revenue premiums and deposits of $88 million
decreased $21 million or 20% from the same period last year, which is
primarily due to a decrease in BOLI deposits of $26 million for the
first three months of 2000.
GENERAL ACCOUNT INVESTMENTS
The Company's primary investment objective is to acquire assets whose
durations and cash flows reflect the characteristics of the Company's
liabilities, while meeting industry, size, issuer and geographic
diversification standards. Formal liquidity and credit quality
parameters have also been established.
The Company follows rigorous procedures to control interest rate risk
and observes strict asset and liability matching guidelines. These
guidelines are designed to ensure that even in changing market
conditions, the Company's assets will meet the cash flow and income
requirements of its liabilities. Through dynamic modeling, using
state-of-the-art software to analyze the effects of a wide range of
possible market changes upon investments and policyholder benefits, the
Company ensures that its investment portfolio is appropriately
structured to fulfill financial obligations to its policyholders.
Fixed Maturities
Fixed maturity investments include public and privately placed corporate
bonds, public and privately placed structured assets and government
bonds. This latter category contains both asset-backed and
mortgage-backed securities, including collateralized mortgage
obligations ("CMOs"). The Company's strategy related to structured
assets is to focus on those with lower volatility and minimal credit
risk. The Company does not invest in higher risk CMOs such as
interest-only and principal-only strips, and currently has no plans to
invest in such securities.
Private placement investments, which are primarily in the
held-to-maturity category, are generally less marketable than publicly
traded assets, yet they typically offer covenant protection which allows
the Company, if necessary, to take appropriate action to protect its
investment. The Company believes that the cost of the additional
monitoring and analysis required by private placements is more than
offset by their enhanced yield.
One of the Company's primary objectives is to ensure that its fixed
maturity portfolio is maintained at a high average quality, so as to
limit credit risk. If not externally rated, the securities are rated by
the Company on a basis intended to be similar to that of rating
agencies.
The distribution of the fixed maturity portfolio (both
available-for-sale and held-to-maturity) by credit rating is summarized
as follows:
<TABLE>
<S> <C> <C> <C> <C> <C> <C>
March 31, December 31,
2000 1999
------------------ ------------------
AAA 50.1% 48.9%
AA 9.4% 8.9%
A 17.7% 19.6%
BBB 22.1% 22.3%
BB and Below (non-investment grade) 0.7% 0.3%
------------------ ------------------
TOTAL 100.0% 100.0%
</TABLE>
During the first three months of 2000, net unrealized gains (losses) on
fixed maturities included in stockholders' equity, which is net of
policyholder-related amounts and deferred income taxes, decreased
surplus by $4 million.
LIQUIDITY AND CAPITAL RESOURCES
The Company's operations have liquidity requirements that vary among the
principal product lines. Life insurance and pension plan reserves are
primarily long-term liabilities. Accident and health reserves, including
long-term disability, consist of both short-term and long-term
liabilities. Life insurance and pension plan reserve requirements are
usually stable and predictable, and are supported primarily by
long-term, fixed income investments. Accident and health claim demands
are stable and predictable but generally shorter term, requiring greater
liquidity.
Generally, the Company has met its operating requirements by maintaining
appropriate levels of liquidity in its investment portfolio utilizing
positive cash flows from operations. Liquidity for the Company has
remained strong, as evidenced by significant amounts of short-term
investments and cash, which totaled $449 million and $499 million as of
March 31, 2000 and December 31, 1999, respectively.
Funds provided from premiums and fees, investment income and maturities
of investment assets are reasonably predictable and normally exceed
liquidity requirements for payment of claims, benefits and expenses.
However, since the timing of available funds cannot always be matched
precisely to commitments, imbalances may arise when demands for funds
exceed those on hand. Also, a demand for funds may arise as a result of
the Company taking advantage of current investment opportunities. The
Company's capital resources represent funds available for long-term
business commitments and primarily consist of retained earnings and
proceeds from the issuance of commercial paper and equity securities.
Capital resources provide protection for policyholders and the financial
strength to support the underwriting of insurance risks, and allow for
continued business growth. The amount of capital resources that may be
needed is determined by the Company's senior management and Board of
Directors, as well as by regulatory requirements. The allocation of
resources to new long-term business commitments is designed to achieve
an attractive return, tempered by considerations of risk and the need to
support the Company's existing business.
The Company's financial strength provides the capacity and flexibility
to enable it to raise funds in the capital markets through the issuance
of commercial paper. The Company continues to be well capitalized, with
sufficient borrowing capacity to meet the anticipated needs of its
business. The Company had $99 million of commercial paper outstanding at
March 31, 2000. There was no commercial paper outstanding at December
31, 1999. The commercial paper has been given a rating of A-1+ by
Standard & Poor's Corporation and a rating of P-1 by Moody's Investors
Service, each being the highest rating available.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are no material pending legal proceedings to which the Company or any of
its subsidiaries is a party or of which any of their property is the subject.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Index to Exhibits
Exhibit Number Title Page
---------------- ---------------------------- -------------
27 Financial Data Schedule 19
(b) Reports on Form 8-K
No reports on Form 8-K have been filed during the first quarter of 2000.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
DATE: May 15, 2000 BY: /s/ Glen R. Derback
------------ --------------------
Glen R. Derback, Vice President and Controller
(Duly authorized officer and chief accounting officer)
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
Exhibit 27 Financial Data Schedule
Great-West Life & Annuity Insurance Company as of and for the period ended March
31, 2000
- ------------------------------------------------------------------------------
</LEGEND>
<CIK> 0000744455
<NAME> Great-West Life & Annuity Insurance Company
<MULTIPLIER> 1,000
<CURRENCY> us
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<EXCHANGE-RATE> 1
<DEBT-HELD-FOR-SALE> 6863926
<DEBT-CARRYING-VALUE> 2238048
<DEBT-MARKET-VALUE> 2201573
<EQUITIES> 91690
<MORTGAGE> 941175
<REAL-ESTATE> 0
<TOTAL-INVEST> 13034697
<CASH> 330142
<RECOVER-REINSURE> 180846
<DEFERRED-ACQUISITION> 267445
<TOTAL-ASSETS> 28139908
<POLICY-LOSSES> 12192705
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 270761
<NOTES-PAYABLE> 99207
0
0
<COMMON> 7032
<OTHER-SE> 1180875
<TOTAL-LIABILITY-AND-EQUITY> 28139908
564369
<INVESTMENT-INCOME> 230376
<INVESTMENT-GAINS> 1337
<OTHER-INCOME> 0
<BENEFITS> 457532
<UNDERWRITING-AMORTIZATION> 0
<UNDERWRITING-OTHER> 9515
<INCOME-PRETAX> 247586
<INCOME-TAX> 81449
<INCOME-CONTINUING> 28749
<DISCONTINUED> 52700
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 0
<EPS-BASIC> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
