EXHIBIT 31

                                 CERTIFICATIONS


I, William T. McCallum, certify that:

        1. I have reviewed this amended quarterly report on Form 10-Q/A
           of Great-West Life & Annuity Insurance Company (the
           "registrant");

        2. Based on my knowledge, this quarterly report does not contain
           any untrue statement of a material fact or omit to state a
           material fact necessary to make the statements made, in light
           of the circumstances under which such statements were made,
           not misleading with respect to the period covered by this
           quarterly report;

        3. Based on my knowledge, the financial statements, and other
           financial information included in this quarterly report,
           fairly present in all material respects the financial
           condition, results of operations and cash flows of the
           registrant as of, and for, the periods presented in this
           quarterly report;

        4. The registrant's other certifying officer and I are
           responsible for establishing and maintaining disclosure
           controls and procedures (as defined in Exchange Act Rules
           13a-15(e) and 15d-15(e)) for the registrant and we have:

                a) designed such disclosure controls and procedures, or caused
                   such disclosure controls and procedures to be designed under
                   our supervision, to ensure that material information relating
                   to the registrant, including its consolidated subsidiaries,
                   is made known to us by others within those entities,
                   particularly during the period in which this quarterly report
                   is being prepared;

                b) evaluated the effectiveness of the registrant's disclosure
                   controls and procedures and presented in this quarterly
                   report our conclusion about the effectiveness of the
                   disclosure controls and procedures, as of the end of the
                   period covered by this quarterly report based on such
                   evaluation; and

                c) disclosed in this quarterly report any change in the
                   registrant's internal control over financial reporting that
                   occurred during the registrant's most recent fiscal quarter
                   (the registrant's fourth fiscal quarter in the case of an
                   annual report) that has materially affected, or is reasonably
                   likely to materially affect, the registrant's internal
                   control over financial reporting; and

        5. The registrant's other certifying officer and I have
           disclosed, based on our most recent evaluation of internal
           control over financial reporting, to the registrant's auditors
           and the audit committee of registrant's board of directors (or
           persons performing the equivalent function):

                a) all significant deficiencies and material weaknesses in the
                   design or operation of internal control over financial
                   reporting which are reasonably likely to adversely affect the
                   registrant's ability to record, process, summarize and report
                   financial information; and

                b) any fraud, whether or not material, that involves management
                   or other employees who have a significant role in the
                   registrant's internal control over financial reporting.

Date: May 11, 2004


                                   /s/William T. McCallum
                                   William T. McCallum
                                   President and Chief Executive Officer