SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 17, 2005
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
(Exact name of registrant as specified in its charter)
Colorado 333-01173 84-0467907
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
8515 East Orchard Road, Greenwood Village, Colorado 80111
(Address of principal executive offices) (Zip Code)
(303) 737-3000
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 17, 2005, Great-West Lifeco Inc., an indirect Canadian parent
company of the Registrant, issued a press release regarding its financial
results for the fiscal year ended 2004. The press release includes a discussion
of the financial results of the Registrant. A copy of the press release is
attached as Exhibit 99 hereto. The dollar amounts referred to in the press
release are in Canadian dollars unless otherwise stated.
ITEM 7.01 REGULATION FD DISCLOSURE
On February 17, 2005, Great-West Lifeco Inc., an indirect Canadian parent
company of the Registrant, issued a press release regarding its financial
results for the fiscal year ended 2004. The press release includes a discussion
of the financial results of the Registrant. A copy of the press release is
attached as Exhibit 99 hereto. The dollar amounts referred to in the press
release are in Canadian dollars unless otherwise stated.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Number Title
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99 Great-West Lifeco Inc. Press Release dated February 17, 2005
This Form 8-K contains forward-looking statements. Forward-looking statements
are statements not based on historical information and which relate to future
operations, strategies, financial results or other developments. In particular,
statements using verbs such as "expect", "anticipate", "believe" or words of
similar import generally involve forward-looking statements. Without limiting
the foregoing, forward-looking statements include statements which represent the
Registrant's beliefs concerning future or projected levels of sales of the
Registrant's products, investment spreads or yields, or the earnings or
profitability of the Registrant's activities. Forward-looking statements are
necessarily based upon estimates and assumptions that are inherently subject to
significant business, economic and competitive uncertainties and contingencies,
many of which are beyond the Registrant's control and many of which, with
respect to future business decisions, are subject to change. These uncertainties
and contingencies can affect actual results and could cause actual results to
differ materially from those expressed in any forward-looking statements made
by, or on behalf of, the Registrant. Whether or not actual results differ
materially from forward-looking statements may depend on numerous foreseeable
and unforeseeable events or developments, some of which may be national in
scope, such as general economic conditions and interest rates, some of which may
be related to the insurance industry generally, such as pricing competition,
regulatory developments and industry consolidation, and others of which may
relate to the Registrant specifically, such as credit, volatility and other
risks associated with the Registrant's investment portfolio, and other factors.
Readers are also directed to consider other risks and uncertainties discussed in
documents filed by the Registrant and certain of its subsidiaries with the
Securities and Exchange Commission.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 17, 2005
GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY
By:/s/Richard G. Schultz
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Name: Richard G. Schultz
Title: Vice President, Counsel and Associate Secretary
EXHIBIT INDEX
Exhibit No. Description
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99 Press Release issued by Great-West Lifeco Inc. on February 17, 2005