Great-West Life & Annuity Insurance Company

8515 East Orchard Road

Greenwood Village, Colorado 80111

October 1, 2009

VIA EDGAR

Securities and Exchange Commission

Division of Investment Management

100 F Street NE

Washington, DC 20549

RE: Varifund Plus Variable Annuity Contract

Varifund Variable Annuity Account, Amendment No. 31

Great-West Life & Annuity Insurance Company

Registration Statement on Form N-4 (File Nos. 333-_______ and 811-05817)

Request for Withdrawal of Registration Statement

Ladies and Gentlemen:

Pursuant to Rule 477(a) under the Securities Act of 1933, as amended, Great-West Life & Annuity Insurance Company (“GWLA”) and Varifund Variable Annuity Account (“Registrant”) hereby respectfully request the withdrawal of the above-referenced registration statement  including all amendments and exhibits thereto (“Registration Statement”) for the Varifund Plus Variable Annuity Contract (“Contract”), originally filed with the Securities and Exchange Commission on October 1, 2009 (Accession No. 0000851066-09-000038) in connection with the merger of Canada Life Insurance Company of America and GWLA.

The Registration Statement was inadvertently filed without indicating a request for registration under the Securities Act of 1933 (“1933 Act”).  Registrant seeks withdrawal of the Registration Statement so that it may immediately refile the Registration Statement registering the Contract under the 1933 Act and Investment Company Act.  The Registration Statement was not declared effective.  Accordingly, no securities were sold in connection with the offering for which the Registration Statement was filed.  GWLA and Registrant believe the withdrawal of the Registration Statement to be consistent with the public interest and the protection of investors.

We appreciate your assistance.  If you have any questions regarding this matter, please contact the undersigned at (303) 737-1130 or Ann Furman at Jorden Burt LLP at (202) 965-8130.

Sincerely,

Great-West Life & Annuity Insurance Company

Varifund Variable Annuity Account

/s/ W. Michael Cirelli                                                    

W. Michael Cirelli

Counsel

cc:           Patrick F. Scott, Esq.

Office of Insurance Products