GE LIFE & ANNUITY ASSURANCE CO II
497, 1999-08-31
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                        Supplement dated August 30, 1999
                         to Prospectus Dated May 1, 1999
                    for GE Life & Annuity Separate Account II
                                   P1096 1/87

The purpose of this supplement is to revise or modify certain information
contained in your prospectus dated May 1, 1999. The changes made in this
supplement relate to the following sections of your prospectus: The Portfolios;
Premiums; Transfers; and Payments and Telephone Transactions.

THE PORTFOLIOS -- Investment Subdivisions

o    VIP Overseas Portfolio of Variable Insurance Products Fund is subadvised by
     Fidelity Management & Research (U.K.) Inc., Fidelity Management & Research
     Far East Inc., Fidelity International Investment Advisors and Fidelity
     International Investment Advisors (U.K.) Limited.  (page 18)

o    VIP II Contrafund Portfolio of Variable Insurance Products Fund II is
     subadvised by Fidelity Management & Research (U.K.) Inc. and Fidelity
     Management & Research Far East Inc. (page 19)

o    VIP III Growth & Income Portfolio of Variable Insurance Products Fund III
     is subadvised by Fidelity Management & Research (U.K.) Inc. and Fidelity
     Management & Research Far East Inc. (page 20)

o    VIP III Growth Opportunities Portfolio of Variable Insurance Products Fund
     III is subadvised by Fidelity Management & Research (U.K.) Inc. and
     Fidelity Management & Research Far East Inc. (page 20)

o    VIP II Asset Manager Portfolio of Variable Insurance Products Fund II is
     subadvised by Fidelity Management & Research (U.K.) Inc. and Fidelity
     Management & Research Far East Inc. (page 21)

o    GE Investments Funds Global Income Fund is subadvised by GE Investments
     (US) Limited. (page 22)

o    Under Global Bonds, add the following paragraph following the investment
     objective for GE Investments Funds Global Income Fund.

         The Global Income Fund is not "diversified" as defined by the
         Investment Company Act of 1940. Therefore, the Fund may invest a
         greater percentage of its assets in a particular issuer than the other
         Funds making it more susceptible to adverse developments affecting a
         single issuer. Nonetheless, the Fund is subject to diversification
         requirements arising under the federal tax laws and a limitation on
         concentration of investments in a single industry. (page 22)
<PAGE>


o    Federated Insurance Series High Income Bond Fund II is advised by Federated
     Investment Management Company.  (page 22)

o    The Salomon Brothers Variable Series Funds Strategic Bond Fund should be
     placed in the Global Bonds category wherever categories are reflected in
     the prospectus. (page 22; see also page 15)

PREMIUMS -- Minimum Premium Payment

o    After the first sentence add the following:

         Please keep in mind that you may have to pay a higher amount to keep
         the Policy in force. (page 29)

TRANSFERS -- Dollar-Cost Averaging

o    Add the following sentence to the end of the second paragraph:

         The dollar-cost averaging program will begin on the 5th day of the
         month immediately following the end of the Initial Investment Period
         (see "Allocating Premiums" for a description of when this occurs).
         (page 32)


PAYMENTS AND TELEPHONE TRANSACTIONS -- Requesting Payments

o    Delete the third sentence in the first paragraph and replace it with the
     following:

         Other than the Life Insurance Proceeds, which we determine as of the
         date of the Insured's death, the amount we pay is as of the end of the
         Valuation Period during which our Home Office receives all required
         documents. (page 38)


         THIS SUPPLEMENT SHOULD BE RETAINED WITH YOUR PROSPECTUS FOR FUTURE
REFERENCE.



                      GE Life and Annuity Assurance Company
                             6610 West Broad Street
                            Richmond, Virginia 23230






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