EXHIBIT 23b

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 S-1 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
October 31, 1996