RETIREMENT PLAN SERIES ACCOUNT OF GREAT WEST LIFE & ANNUITY
NSAR-U, 1999-02-24
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                                   FORM N-SAR

                               SEMI-ANNUAL REPORT

                       FOR REGISTERED INVESTMENT COMPANIES


Report for six month period ending:  
     or fiscal year ending: 12/31/98

Is this a transition report?  N

Is this an amendment to a previous filing?  N

Those  items or  sub-items  with a box  "[/]"  after the item  number  should be
completed only if the answer has changed from the previous filing on this form.

1.A. Registrant Name:  RETIREMENT PLAN SERIES ACCOUNT OF GREAT-WEST LIFE & 
                       ANNUITY INSURANCE COMPANY
  B.    File Number:  811-8762
  C.    Telephone Number:  3036893822

2.A. Street:  8515 EAST ORCHARD ROAD
  B.    City:  ENGLEWOOD
  C.    State  COLORADO
  D.    Zip Code:  80111
  E.    Foreign Country:

3.    Is this the first filing on this form by Registrant?  N

4.    Is this the last filing on this form by Registrant?  N

5.                Is Registrant a small a business  investment company (SBIC)? N
                  (If yes, complete only 89-110)

6.                Is  Registrant  a unit  investment  trust  (UIT)?  Y (If  yes,
                  complete only 111 through 132)

111. - 126. [/]  No changes

127. List opposite the appropriate  description below the number of series whose
     portfolios are invested  primarily  (based upon a percentage f NAV) in each
     type of securities  shown, the aggregate total assets at market value as of
     a date at or near  the end of the  current  period  of each  such  group of
     series and the total income distributions made by echo such group of series
     during the current period  (excluding  distributions  of realized gains, if
     any):

<TABLE>
                                            Number of         Total Assets              Total Income
                                              Series            ($000's                   Distributions
                                            Investing            omitted)               ($000's omitted)

<S>                                                           <C>                        
A.    U.S. Treasury direct issue                              $                         $
B.    U.S. Government agency                                  $                         $
C.    State and municipal tax-free                            $                         $
D.    Public utility debt                                     $                         $
E.    Brokers or dealers debt or
          debt of brokers' or dealers' parent                 $                         $
F.    All other corporate intermed. &
          long-term debt                                      $                         $
G.    All other corporate short term debt                     $                         $
H.    Equity securities of brokers or
          dealers or parents of brokers or dealers            $                         $
I.    Investment company equity securities                    $                         $
J.    All other equity securities                             $65,378                   $
K.    Other securities                                        $   157                   $
L.    Total assets of all series of registrant                $65,535                   $

</TABLE>

128.      - 130. [/]  No changes

131.  Total  expenses  incurred by all series of  Registrant  during the current
reporting period ($000's omitted): $114


Signature Page

The following  form or signature  shall follow items 79, 85, 88, 104, 110 or 130
as appropriate.  This report is signed on behalf of the registrant (or depositor
or trustee).

City of: Englewood          State of: Colorado          Date: February 18, 1999

Name of Registrant,  Depositor,  or Trustee:  RETIREMENT  PLAN SERIES ACCOUNT OF
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY


By:    /s/ Beverly A. Byrne                   Witness:  /s/ Susan R. Sellenberg
Beverly A. Byrne                                           Susan R. Sellenberg
Assistant Vice President and Associate Counsel                Legal Assistant I




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