GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
8515 East Orchard Road
Greenwood Village, CO 80111
and
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY of NEW YORK
489 Fifth Ave., 28th Floor
New York, New York 10606
December 22, 2016
Via Edgar Correspondence
U.S. Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549
Re: Great-West Life & Annuity Insurance Company and
Great-West Life & Annuity Insurance Company of New York (each a “Registrant,” collectively, the “Registrants”)
Pre-Effective Amendment No. 2 to each Registration Statement on Form N-4
Great-West Smart Track Advisor Variable Annuity (the “Contracts”)
File Nos. 811-05817, 333-212090, and 811-05961, 333-212091
Commissioners:
Each Registrant and GWFS Equities, Inc. (“Underwriter”), as principal underwriter of the Contracts that are the subject to the above-referenced Registration Statements, each hereby requests, pursuant to Rule 461 under the Securities Act of 1933, that the Commission declare Pre-Effective Amendment No.2 to the respective Registration Statements effective on December 22, 2016, or as soon as practicable thereafter as reasonably practicable.
To our knowledge, no distribution of copies of Pre-Effective Amendment No.2 to either Registration Statement or the prospectus included therein has been made to prospective investors. Distributions thereof have been made only for purposes of internal use by Registrants and for regulatory filings.
Registrants and Underwriter each submits that this request satisfies the standards of Rule 461 and is consistent with the public interest and the protection of investors.
Sincerely,
Great-West Life & Annuity Insurance Company and
Great-West Life & Annuity Insurance Company of New York
By:
/s/ Ryan L. Logsdon
Ryan L. Logsdon
Associate General Counsel, Products and Corporate
GWFS Equities, Inc.
By:
/s/ Teresa L. Luiz
Teresa L. Luiz
Compliance Officer
| cc: | Patrick F. Scott |
| Division of Investment Management, Disclosure Review Office No. 3 |
