Jeffrey A. Engelsman
(303) 689-4285 - tel.
689-3827 - fax.
August 1, 1997
Via EDGAR
Securities and Exchange Commission
Re: Sticker to Retirement Plan Series Account of
Great-West Life & Annuity Insurance Company
File Nos. 33-83928 and 811-8762
Dear Ladies and Gentlemen:
Attached is a revision to the Retirement Plan Series Account (the
"Series Account") Prospectus submitted pursuant to Rule 497(e). This "Sticker"
is to be effective August 1, 1997. The Sticker is necessary due to a change in
investment objective of the Small-Cap Index investment division. This investment
divisions invest exclusively in the corresponding portfolio of Maxim Series
Fund, Inc. The Maxim Series Fund, Inc. Small-Cap Index Portfolio changed its
investment objective, effective August 1, 1997, pursuant to a shareholder vote
on July 30, 1997.
Should you have any questions regarding this filing, please do not
hesitate to call me at the above listed telephone number.
Very truly yours,
/s/ Jeffrey A. Engelsman
Jeffrey A. Engelsman
Attorney
<PAGE>
Rule 497(e)
File No. 33-83928
811-8762
Retirement Plan Series Account of Great-West Life & Annuity Insurance Company
August 1, 1997
Insert on page 2 of the prospectus
Effective August 1, 1997 and continuing until October 24, 1997, Small-Cap Index
Portfolio will transition its holdings from securities which comprise the
Russell 2000 Index to those which comprise the S&P 600 Index in proportion to
their market-value weighting. The new investment objective of the Small-Cap
Index Portfolio will be as follows:
hthe Small-Cap Index Portfolio will seek to provide investment results, before
fees, that correspond to the total return of the Standard & Poor's Small-Cap 600
Stock Index.
Standard & Poor's Small-Cap 600 Stock Index is a trademark of The
McGraw-Hill Companies, Inc. and has been licensed for use by Maxim Series Fund,
Inc. and Great-West Life & Annuity Insurance Company. The Portfolio is not
sponsored, endorsed, sold or promoted by Standard & Poor's and Standard & Poor's
makes no representation regarding the advisability of using this index.
