UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-CSR CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number: 811-01737 GREAT-WEST VARIABLE ANNUITY ACCOUNT A (Exact name of registrant as specified in charter) 8515 E. Orchard Road, Greenwood Village, Colorado 80111 (Address of principal executive offices) BEVERLY A. BYRNE Vice-President and Counsel Great-West Life & Annuity Insurance Company 8515 E. Orchard Road Greenwood Village, Colorado 80111 (Name and address of agent for service) Registrant's telephone number, including area code: (303) 737-3000 Date of fiscal year end: December 31 Date of reporting period: June 30, 2004 ITEM 1. REPORTS TO STOCKHOLDERS Great-West Variable Annuity Account A Financial Statements and Financial Highlights for The Six Months Ended June 30, 2004 and Year Ended December 31, 2003 GREAT-WEST VARIABLE ANNUITY ACCOUNT A STATEMENT OF ASSETS AND LIABILITIES JUNE 30, 2004 UNAUDITED - ------------------------------------------------------------------------------------------------------------------------ ASSETS: Investments in securities, market value (1) $ 6,012,571 Cash 166,646 Dividends and interest receivable 13,026 Due from affiliate, net 484,649 -------------------- Total assets 6,676,892 -------------------- NET ASSETS $ 6,676,892 ==================== NET ASSETS REPRESENTED BY: Accumulation units - 372,788 units at $16.55 $ 6,170,314 Reserves for annuities in course of payment 506,578 -------------------- NET ASSETS $ 6,676,892 ==================== (1) Cost of investments in securities: $ 4,699,348 See notes to financial statements. GREAT-WEST VARIABLE ANNUITY ACCOUNT A STATEMENT OF OPERATIONS SIX MONTHS ENDED JUNE 30, 2004 UNAUDITED - ------------------------------------------------------------------------------------------------------------------------- INVESTMENT INCOME: Interest $ 36 Dividends 62,411 ------------------ Total income 62,447 ------------------ EXPENSES: Administration 8,651 Mortality risks 11,697 Investment management and advisory services 14,098 Expense risks 2,084 ------------------ Total expenses 36,530 ------------------ NET INVESTMENT INCOME 25,917 ------------------ REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS: Net realized gain on investments 99,517 Change in net unrealized appreciation on investments 192,768 ------------------ Net realized and unrealized gain on investments 292,285 ------------------ NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS $ 318,202 ================== See notes to financial statements. GREAT-WEST VARIABLE ANNUITY ACCOUNT A STATEMENT OF CHANGES IN NET ASSETS SIX MONTHS ENDED JUNE 30, 2004 AND YEAR ENDED DECEMBER 31, 2003 - -------------------------------------------------------------------------------------------------------------------------- - -------------------------------------------------------------------------------------------------------------------------- 2004 2003 ---------------- ----------------- ---------------- ----------------- UNAUDITED OPERATIONS: Net investment income $ 25,917 $ 59,815 Net realized gain on investments 99,517 205,240 Change in net unrealized appreciation on investments 192,768 1,076,895 ---------------- ----------------- ---------------- ----------------- Net increase in net assets resulting from operations 318,202 1,341,950 ---------------- ----------------- ---------------- ----------------- UNIT TRANSACTIONS: Surrenders (22,044) (693,011) Annuity payments (57,972) (98,154) Adjustments to net assets allocated to reserves for annuities in course of payment 66,670 113,213 ---------------- ----------------- ---------------- ----------------- Net decrease in net assets resulting from unit transactions (13,346) (677,952) ---------------- ----------------- ---------------- ----------------- Total increase in net assets 304,856 663,998 NET ASSETS: Beginning of period 6,372,036 5,708,038 ---------------- ----------------- ---------------- ----------------- End of period $ 6,676,892 $ 6,372,036 ================ ================= ================ ================= OTHER INFORMATION: UNITS: Redeemed during the year: Surrender (1,365) (48,159) ---------------- ----------------- ---------------- ----------------- Net decrease (1,365) (48,159) ================ ================= ================ ================= See notes to financial statements. GREAT-WEST VARIABLE ANNUITY ACCOUNT A FINANCIAL HIGHLIGHTS - ----------------------------------------------------------------------------------------------------------------------- - ----------------------------------------------------------------------------------------------------------------------- Selected data for an accumulation unit for the periods indicated were as follows: Six Months Ended Year Ended December 31, June 30, 2004 2003 2002 2001 2000 1999 ------------- ------------- ----------- ----------- ---------- ---------- ------------- ------------- ----------- ----------- ---------- ---------- UNAUDITED Unit Value, Beginning of Period $ 15.7071 $ 12.4335 $ 13.9968 $ 14.3150 $ 12.4020 $ 11.9530 Income from Investment Operations Net investment income 0.0730 0.2517 0.1544 0.1532 0.1605 0.1170 Net realized and unrealized gain (loss) 0.7717 3.0219 (1.7177) (0.4714) 1.7525 0.3320 ------------ ------------ ----------- ----------- ---------- ---------- ------------ ------------ ----------- ----------- ---------- ---------- Total Income (Loss) From Investment Operations o 0.8447 3.2736 (1.5633) (0.3182) 1.9130 0.4490 ------------ ------------ ----------- ----------- ---------- ---------- ------------ ------------ ----------- ----------- ---------- ---------- Unit Value, End of Period $ 16.5518 $ 15.7071 $ 12.4335 $ 13.9968 $ 14.3150 $ 12.4020 ============ ============ =========== =========== ========== ========== ============ ============ =========== =========== ========== ========== Total Return 5.38% ^ 26.33% (11.17%) (2.22%) 15.42% 3.76% Net Assets, End of Period $ 6,676,892 $ 5,876,858 $ 5,250,832 $ 6,166,806 $ 6,744,185 $ 7,595,677 Ratio of Expense to Average Net Assets 1.20% * 1.21% 1.21% 1.27% 1.20% 1.22% Ratio of Net Investment Income to Average Net Assets 0.87% * 1.07% 0.94% 0.86% 1.40% 0.82% Portfolio Turnover Rate 5.07% ^ 13.49% 37.55% 14.13% 15.42% 76.26% o Net investment income and realized and unrealized gains (losses) are reflected in the value of the accumulation units. Dividends are not declared from income and capital gains are not distributed. * Annualized ^ Based on operations for the period shown and, accordingly, are not representative of a full year. See notes to financial statements. GREAT-WEST VARIABLE ANNUITY ACCOUNT A NOTES TO FINANCIAL STATEMENTS JUNE 30, 2004 UNAUDITED - -------------------------------------------------------------------------------- 1. ORGANIZATION & SIGNIFICANT ACCOUNTING POLICIES Great-West Variable Annuity Account A (Variable Annuity Account A) is a separate and distinct investment fund established by The Great-West Life Assurance Company (Great-West Life). On December 31, 1991, Variable Annuity Account A was transferred to and the variable annuity contracts were reinsured by Great-West Life & Annuity Insurance Company (GWL&A), an affiliate of Great-West Life. Variable Annuity Account A is registered as an open-end diversified management investment company under the Investment Company Act of 1940, and the registration under the Securities Act of 1933 of the group variable annuity contracts funded by Variable Annuity Account A became effective on November 27, 1968. Purchase payments were first placed in Variable Annuity Account A on January 3, 1969. Effective April 6, 1984, Great-West Life ceased issuing variable annuity contracts. Effective May 1, 1987, Great-West Life has not allowed new participants to be enrolled under existing variable annuity contracts and effective May 1, 1989, no additional contributions under existing variable annuity contracts are being accepted. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The following is a summary of the significant accounting policies of Variable Annuity Account A. Security Valuation Short-term securities with a maturity of 60 days or less are valued on the basis of amortized cost. Equity securities are valued at the last sale price as of the close of business of the exchange or valuation time. Variable Annuity Account A utilizes the "NASDAQ Official Closing Price" for securities principally traded on the NASDAQ National Market System. Fixed income and other securities are valued by independent pricing services approved by the Variable Annuity Account A Committee. Securities for which market quotations are not readily available are valued at fair value as determined in good faith by or under the direction of the Variable Annuity Account A Committee. Security Transactions Security transactions are accounted for on the date the security is purchased or sold (trade date). The cost of investments sold is determined on the basis of specific identification. Dividend income is accrued as of the ex-dividend date and interest income, including amortization of discounts and premiums is recorded daily. Federal Income Taxes The Variable Annuity Account A investment income is applied to increase accumulation unit values. Under existing federal income tax rules, Variable Annuity Account A investment income is not taxed to the extent that it is applied to increase accumulation unit values. GWL&A reserves the right to charge Variable Annuity Account A if such taxes are imposed in the future. Reserves For Annuities In Course of Payment Net assets allocated to reserves for annuities in course of payment are computed according to the 2000 Individual Annuitant Mortality Table. The assumed investment return is 5 percent. The mortality risk is fully borne by GWL&A and may result in additional amounts being transferred into the variable annuity account by GWL&A to cover greater longevity of annuitants than expected. Conversely, if amounts allocated exceed amounts required, transfers may be made to GWL&A. At June 30, 2004, Variable Annuity Account A recorded a receivable from GWL&A of $491,272 to cover greater longevity of annuitants than expected. 2. INVESTMENT ADVISORY AGREEMENT AND OTHER TRANSACTIONS WITH AFFILIATES GWL&A provides administrative services to Variable Annuity Account A and has assumed mortality and expense risks of the contracts. Effective November 1, 1996, GW Capital Management, LLC, doing business as Maxim Capital Management, LLC, a wholly-owned subsidiary of GWL&A, serves as investment adviser. A daily deduction of .0033052% (an effective annual rate of 1.2064%) is made from the gross investment income of Variable Annuity Account A. This deduction, expressed on an annual basis, is broken down as follows: 0.2857% for administrative expenses, 0.3863% for mortality risks, 0.0688% for expense risks, and 0.4656% for investment management and advisory services. Contract benefit payments are advanced by GWL&A to contract holders on behalf of Variable Annuity Account A. Variable Annuity Account A reimburses GWL&A for these payments periodically. As of June 30, 2004, there were 35 funds for which the committee members served as Directors, one of which is Variable Annuity Account A. The total compensation paid to the independent directors with respect to all funds for which they serve as Directors was $71,250 for the period from January 1, 2004 through June 30, 2004. Certain officers of Variable Annuity Account A are also directors and/or officers of GWL&A or its subsidiaries. No officer or interested committee member of Variable Annuity Account A receives any compensation directly from Variable Annuity Account A. 3. PURCHASES AND SALES OF INVESTMENT SECURITIES For the six months ended June 30, 2004, the aggregate cost of purchases and proceeds from sales of investment securities (excluding all U.S. Government securities and short-term securities) were $301,939 and $306,330, respectively. For the six months ended June 30, 2004, there were no purchases or sales of long-term U.S. Government securities. 4. ACCUMULATION UNIT VALUES VALUATION ACCUMULATION VALUATION ACCUMULATION DATE UNIT VALUE DATE UNIT VALUE -------------------------- -------------------------- ------------------------ --------------------------- January 3, 1969 $ 1.00000000 March 31, 1972 $ 1.50937876 March 28, 1969 $ 1.07468400 June 30, 1972 $ 1.46441659 June 27, 1969 $ 1.07583259 September 29, 1972 $ 1.41141921 September 30, 1969 $ 1.04319336 December 31, 1972 $ 1.43641768 December 31, 1969 $ 1.05956294 March 30, 1973 $ 1.14518173 March 31, 1970 $ 1.05322327 June 29, 1973 $ .94975920 June 30, 1970 $ .86337212 September 28, 1973 $ 1.12752636 September 30, 1970 $ .98057690 December 31, 1973 $ .98798465 December 31, 1970 $ 1.08416020 March 29, 1974 $ .92504974 March 31, 1971 $ 1.28783953 June 28, 1974 $ .84636772 June 30, 1971 $ 1.31417688 September 30, 1974 $ .69582357 September 30, 1971 $ 1.34600160 December 31, 1974 $ .76438983 December 31, 1971 $ 1.40624309 March 31, 1975 $ .85484991 (Continued) 4. ACCUMULATION UNIT VALUES (Continued) VALUATION ACCUMULATION VALUATION ACCUMULATION DATE UNIT VALUE DATE UNIT VALUE -------------------------- -------------------------- ------------------------ --------------------------- June 30, 1975 $ .94523691 September 30, 1987 $ 3.58107036 September 30, 1975 $ .86720026 December 31, 1987 $ 2.90927633 December 31, 1975 $ .89703274 March 31, 1988 $ 3.03211290 March 31, 1976 $ 1.02654318 June 30, 1988 $ 3.14170371 June 30, 1976 $ 1.04254066 December 31, 1988 $ 3.24632490 September 30, 1976 $ 1.02175714 March 31, 1989 $ 3.40048089 December 31, 1976 $ 1.06312535 June 30, 1989 $ 3.66057985 March 31, 1977 $ .96668709 September 30, 1989 $ 4.03595925 June 30, 1977 $ .97779837 December 31, 1989 $ 4.16667314 September 30, 1977 $ .91543186 March 31, 1990 $ 4.10420565 December 31, 1977 $ .91330430 June 30, 1990 $ 4.40575331 March 31, 1978 $ .88025820 September 30, 1990 $ 3.95067300 June 30, 1978 $ .94981303 December 31, 1990 $ 4.09586804 September 30, 1978 $ 1.02175412 March 31, 1991 $ 4.67731834 December 31, 1978 $ .94566769 June 30, 1991 $ 4.46997251 March 31, 1979 $ 1.03700469 September 30, 1991 $ 4.70629835 June 30, 1979 $ 1.03384794 December 31, 1991 $ 5.17489662 September 30, 1979 $ 1.07966980 March 31, 1992 $ 5.00089395 December 31, 1979 $ 1.09861144 June 30, 1992 $ 4.90045709 March 31, 1980 $ 1.02778990 September 30, 1992 $ 4.94334533 June 30, 1980 $ 1.15888482 December 31, 1992 $ 5.39680799 September 30, 1980 $ 1.24125856 March 31, 1993 $ 5.70268053 December 31, 1980 $ 1.34937658 June 30, 1993 $ 5.91443136 March 31, 1981 $ 1.34420316 September 30, 1993 $ 6.20352631 June 30, 1981 $ 1.31151501 December 31, 1993 $ 6.24551098 September 30, 1981 $ 1.21957549 March 31, 1994 $ 6.07099873 December 31, 1981 $ 1.34034823 June 30, 1994 $ 5.98373289 March 31, 1982 $ 1.22060069 September 30, 1994 $ 6.21184797 June 30, 1982 $ 1.21747890 December 31, 1994 $ 6.07070336 September 30, 1982 $ 1.32107048 March 31, 1995 $ 6.43386353 December 31, 1982 $ 1.54829628 June 30, 1995 $ 6.93539739 March 31, 1983 $ 1.72492408 September 30, 1995 $ 7.34349110 June 30, 1983 $ 1.88999803 December 31, 1995 $ 7.50058268 September 30, 1983 $ 1.85391985 March 31, 1996 $ 7.97167430 December 31, 1983 $ 1.86959830 June 30, 1996 $ 8.16277408 March 31, 1984 $ 1.77987261 September 30, 1996 $ 8.36088935 June 30, 1984 $ 1.74123169 December 31, 1996 $ 8.76699327 September 30, 1984 $ 1.89436321 March 31, 1997 $ 9.10319430 December 31, 1984 $ 1.94021457 June 30, 1997 $ 9.87479147 March 31, 1985 $ 2.11639231 September 30, 1997 $ 10.11055595 June 30, 1985 $ 2.31593116 December 31, 1997 $ 10.66148379 September 30, 1985 $ 2.17502453 March 31, 1998 $ 10.99141808 December 31, 1985 $ 2.50415588 June 30, 1998 $ 11.46520474 March 31, 1986 $ 2.92575544 September 30, 1998 $ 9.63105524 June 30, 1986 $ 3.12894373 December 31, 1998 $ 11.95317612 September 30, 1986 $ 2.79849885 March 31, 1999 $ 12.29221948 December 31, 1986 $ 2.92996949 June 30, 1999 $ 13.52815376 March 31, 1987 $ 3.45357315 September 30, 1999 $ 12.49689723 June 30, 1987 $ 3.47692861 December 31, 1999 $ 12.40218931 (Continued) 4. ACCUMULATION UNIT VALUES (Continued) VALUATION ACCUMULATION VALUATION ACCUMULATION DATE UNIT VALUE DATE UNIT VALUE -------------------------- -------------------------- ------------------------ --------------------------- March 31, 2000 $ 12.53233074 June 30, 2002 $ 14.19273347 June 30, 2000 $ 12.24858685 September 30, 2002 $ 11.81737430 September 30, 2000 $ 13.38557109 December 31, 2002 $ 12.43353369 December 31, 2000 $ 14.31497677 March 31, 2003 $ 11.56298533 March 31, 2001 $ 13.73607754 June 30, 2003 $ 13.53742761 June 30, 2001 $ 14.31362550 September 30, 2003 $ 13.93933144 September 30, 2001 $ 12.85597815 December 31, 2003 $ 15.70708492 December 31, 2001 $ 13.99677835 March 31, 2004 $ 16.37585983 March 31, 2002 $ 15.05815490 June 30, 2004 $ 16.55182442 (Concluded) Variable Annuity Account A COMMON STOCK AEROSPACE & DEFENSE --- 2.95% 1,350 Lockheed Martin Corp 70,308 3,200 Rockwell Collins 106,624 $176,932 AUTO PARTS & EQUIPMENT --- 2.84% 3,200 Johnson Controls Inc 170,816 $170,816 BANKS --- 9.59% 3,200 Bank One Corp 163,200 4,150 Regions Financial Corp 151,683 2,500 SouthTrust Corp 97,025 3,700 Wachovia Corp 164,650 $576,558 BUILDING MATERIALS --- 2.77% 3,500 Vulcan Materials Co 166,425 $166,425 CHEMICALS --- 2.60% 2,500 PPG Industries Inc 156,225 $156,225 COMMUNICATIONS - EQUIPMENT --- 2.16% 7,100 Motorola Inc 129,575 $129,575 COMPUTER HARDWARE & SYSTEMS --- 3.34% 5,600 Dell Inc* 200,591 $200,591 ELECTRIC COMPANIES --- 2.84% 4,300 Consolidated Edison Inc 170,968 $170,968 ELECTRONIC INSTRUMENT & EQUIP --- 2.00% 3,200 Rockwell Automation Inc 120,032 $120,032 ELECTRONICS - SEMICONDUCTOR --- 2.02% 4,400 Intel Corp 121,440 $121,440 FOOD & BEVERAGES --- 2.31% 3,000 Hershey Foods Corp 138,810 $138,810 HOUSEHOLD GOODS --- 9.89% 2,900 Kimberly-Clark Corp 191,052 4,500 Leggett & Platt Inc 120,195 5,900 Maytag Corp 144,609 5,900 Newell Rubbermaid Inc 138,650 $594,506 INSURANCE RELATED --- 12.24% 4,100 Allstate Corp 190,855 2,600 Hartford Financial Services Group Inc 178,724 3,800 Lincoln National Corp 179,550 3,475 Torchmark Corp 186,955 $736,084 LEISURE & ENTERTAINMENT --- 2.99% 10,220 Time Warner Inc* 179,668 $179,668 OFFICE EQUIPMENT & SUPPLIES --- 2.41% 10,000 Xerox Corp* 145,000 $145,000 OIL & GAS --- 7.74% 2,424 Exxon Mobil Corp 107,650 2,100 Schlumberger Ltd 133,371 2,530 Sunoco Inc 160,959 2,200 Transocean Sedco Forex Inc* 63,668 $465,648 PHARMACEUTICALS --- 5.16% 3,200 Johnson & Johnson 178,240 2,780 Merck & Co Inc 132,050 $310,290 PRINTING & PUBLISHING --- 2.96% 2,100 Gannett Co Inc 178,185 $178,185 RESTAURANTS --- 2.89% 5,100 Brinker International Inc* 174,012 $174,012 RETAIL --- 7.00% 4,400 Albertson's Inc 116,776 4,600 Costco Wholesale Corp 188,922 3,050 Sears Roebuck & Co 115,168 $420,866 SPECIALIZED SERVICES --- 1.67% 8,000 Adecco SA* 100,560 $100,560 TEXTILES --- 2.33% 3,900 Liz Claiborne Inc 140,322 $140,322 UTILITIES --- 7.30% 3,500 Constellation Energy Group 132,650 7,400 Duke Energy Corp 150,146 4,600 NICOR Inc 156,262 $439,058 TOTAL COMMON STOCK --- 100% $6,012,571 (Cost $4,699,348) TOTAL VARIABLE ANNUITY ACCOUNT A --- 100% $6,012,571 (Cost $4,699,348) Legend * Non-income Producing Security See Notes to Financial Statements. ITEM 2. CODE OF ETHICS Not Required in Filing. ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT Not Required in Filing. ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES Not Required in Filing. ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS Not Required in Filing. ITEM 6. SCHEDULE OF INVESTMENTS The schedule is included as part of the report to shareholders filed under Item 1 of this Form. ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES Not Applicable. ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS Not Applicable. ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS There have been no material changes to the procedure by which shareholders may recommend nominees to the registrant's board of directors. ITEM 10. CONTROLS AND PROCEDURES (a) The registrant's principal executive officer and principal financial officer have concluded, based upon their evaluation of the registrant's disclosure controls and procedures as conducted within 90 days of the filing date of this report, that these disclosure controls and procedures provide reasonable assurance that material information required to be disclosed by the registrant in the report it files or submits on Form N-CSR is recorded, processed, summarized and reported, within the time periods specified in the commission's rules and forms and that such material information is accumulated and communicated to the registrant's management, including its principal executive officer and principal financial officer, as appropriate, in order to allow timely decisions regarding required disclosure. (b) The registrant's principal executive officer and principal financial officer are aware of no changes in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. ITEM 11. EXHIBITS (a) (1) Not Required in Filing. (2) A separate certification for each principal executive and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940 is attached hereto. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GREAT-WEST VARIABLE ANNUITY ACCOUNT A By: /s/ W.T. McCallum W. T. McCallum President Date: August 26, 2004 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated. By: /s/ W.T. McCallum W. T. McCallum President Date: August 26, 2004 By: /s/ G.R. McDonald G. R. McDonald Treasurer Date: August 26, 2004