EXHIBIT 10b












Independent Auditors' Consent




We consent to the use in this    Pre-Effective Amendment No. 1 to
the    
Registration Statement of Great-West Life & Annuity Insurance
Company on Form N-4 of our report dated January 19, 1996, appearing
in the Prospectus, which is part of this Registration Statement. 
We also consent to the reference to us under the headings "Experts"
in such Prospectus.




/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP


Denver, Colorado
   July 31, 1996