AMENDMENT TO FUND PARTICIPATION AGREEMENT

Exhibit (8)(a)

AMENDMENT TO FUND PARTICIPATION AGREEMENT

THIS AMENDMENT TO FUND PARTICIPATION AGREEMENT is made as of this 8th day of November, 2011, by and among The Xxxxx American Fund, Xxxx Xxxxx Management, Inc., Xxxx Xxxxx & Company, Incorporated and Great-West Life & Annuity Insurance Company (“Great-West”) ( collectively, the “Parties”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Agreement (defined below).

RECITALS

WHEREAS, the Parties entered into to a Fund Participation Agreement dated October 25, 1996, as amended, (the “Agreement”); and

WHEREAS, the Parties desire to add additional Great-West separate accounts to the Agreement; and

WHEREAS, the Parties desire and agree to amend the Agreement by deleting in its entirety Schedule A of the Agreement and replacing it with the Schedule A attached hereto.

WHEREAS, the Parties to the Agreement desire to add additional portfolio investment options to the Account; and

WHEREAS, the Parties desire and agree to amend the Agreement by deleting in its entirety Schedule B of the Agreement and replacing it with the Schedule B attached hereto.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties hereby amend the Agreement as follows:

1. The first paragraph of the Agreement is deleted in its entirety and replaced with the following:

“THIS AGREEMENT, made and entered into as of this 25^th day of October, 1996 by and among GREAT-WEST LIFE & ANNUITY INSURANCE COMPANY (hereinafter “GWL&A”), a Colorado life insurance company, on its own behalf and on behalf of its separate accounts described in Schedule A (the “Account(s)”); THE XXXXX

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AMERICAN FUND, a business trust organized under the laws of the Commonwealth of Massachusetts (hereinafter, the “Fund”); XXXX XXXXX MANAGEMENT, INC. (hereinafter, the “Adviser”), a New York corporation; and XXXX XXXXX & COMPANY, INCORPORATED (the Distributor”), a Delaware corporation.”

2. Schedule A is hereby deleted in its entirety and replaced with the Schedule A attached hereto; and

3. Schedule B is hereby deleted in its entirety and replaced with the Schedule B attached hereto; and

4. All other provisions of the Agreement shall remain in full force and effect.

[Remainder of page left intentionally blank.]

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IN WITNESS WHEREOF, the Parties have executed this Amendment as of the 8^th day of November, 2011.

GREAT-WEST LIFE AND ANNUITY INSURANCE COMPANY

By its authorized officer,

		By:		/s/ Xxx Xxxxxxxxxxxx
		Name: Xxx Xxxxxxxxxxxx
		Title:   Senior Vice-President
		Date:   11/3/11

THE XXXXX AMERICAN FUND

By its authorized officer,

		By:		/s/ Xxxx Xxxx
		Name: Xxxx Xxxx
		Title: Assistant Secretary
		Date: 00/0/00

XXXX XXXXX MANAGEMENT, INC.

By its authorized officer,

		By:		/s/ Xxxx Xxxx
		Name: Xxxx Xxxx
		Title: Assistant Secretary
		Date: 00/0/00

XXXX XXXXX & COMPANY, INCORPORATED

By its authorized officer,

		By:		/s/ Xxxx Xxxx
		Name: Xxxx Xxxx
		Title: Assistant Secretary
		Date: 11/8/11

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SCHEDULE A

Separate Accounts

Name of Separate Accounts

Great-West Life & Annuity Insurance Company Accounts:

Variable Annuity-1 Series Account

Variable Annuity-2 Series Account

SCHEDULE B

Authorized Funds

Any Portfolios which are available and open to new investors on or after the effective date of this Agreement.