MAXIM LIFETIME 2015 PORTFOLIO II CLASS L (MXLQX) Exchange: NMFQS

DELISTED - The following is a summary of the principal investment strategies of the Fund:The Fund seeks to achieve its objective by investing in a professionally selected mix of Underlying Funds that is tailored for investors planning to retire in (or otherwise begin using the invested funds on), or close to, 2015 (which is assumed to be at age 65). The Fund is designed for investors who plan to withdraw the value of their account in the Fund gradually after retirement. Depending on its risk profile and proximity to 2015, the Fund employs a combination of investments among Underlying Funds in order to emphasize, as appropriate, growth, income and/or preservation of capital. The Fund currently expects (as of the date of this Prospectus) to invest 35-55% of its net assets in Underlying Funds that invest primarily in equity securities and 45-65% of its net assets in Underlying Funds that invest primarily in fixed income securities. The Fund may also invest in the GWL&A Contract. Over time, the Fund’s asset allocation strategy will generally become more conservative, with greater emphasis on investments that provide for income and preservation of capital, and less on those offering the potential for growth. The Fund II series are generally expected to pursue a more moderate allocation strategy relative to the Fund I or Fund III series. GWCM uses asset allocation strategies to allocate assets among different broad asset classes and the Underlying Funds. Each Underlying Fund has its own investment objectives and strategies and may hold a wide range of securities and other instruments in its portfolio, including, without limitation, U.S. and foreign equity securities (including those from emerging markets), U.S. and foreign fixed income securities (including those rated below investment grade), real estate instruments, short-term investments, and derivatives. The following table shows the Fund’s target allocation for the various asset classes and the Underlying Funds in which the Fund expects to invest as of the date of this Prospectus:Large Value4.5%International Large Growth1.7%Great-West T. Rowe Price Equity Income Fund Initial Great-West MFS International Growth Fund Initial Great-West Putnam Equity Income Fund Initial Invesco International Growth Fund R5 Large Blend8.1%Diversified Emerging Markets1.7%Great-West S&P 500® Index Fund Initial Invesco Developing Markets Fund R5 Large Growth3.6%Oppenheimer Developing Markets Fund A Great-West American Century Growth Fund Initial Intermediate-Term Bond25.0%Great-West Multi-Manager Large Cap Growth Fund Initial Great-West Bond Index Fund Initial Mid Value2.3%Great-West Loomis Sayles Bond Fund Initial Great-West Goldman Sachs Mid Cap Value Fund Initial Great-West Federated Bond Fund Initial Great-West Ariel Mid Cap Value Fund Initial High Yield Bond6.4%Mid Blend3.5%Metropolitan West High Yield Bond Fund M Great-West S&P Mid Cap 400® Index Fund Initial Great-West Putnam High Yield Bond Fund Initial Mid Growth1.2%Global Bond5.1%Wells Fargo Advantage Common Stock Fund A Great-West Templeton Global Bond Fund Initial Great-West T. Rowe Price Mid Cap Growth Fund Initial Oppenheimer International Bond Fund A Small Value1.2%Inflation-Protected Bond11.7%AllianzGI NFJ Small-Cap Value Fund A American Century Inflation Adjusted Bond Fund Inv Great-West Loomis Sayles Small Cap Value Fund Initial PIMCO Real Return Fund Adm Small Blend1.8%Real Estate5.5%Great-West S&P Small Cap 600® Index Fund Initial Great-West Real Estate Index Fund Initial Small Growth0.6%Nuveen Real Estate Securities Fund I Janus Triton Fund S T. Rowe Price Real Estate Fund Advisor Invesco Small Cap Discovery Fund A Global Real Estate1.7%International Large Value2.0%Cohen & Steers International Realty Fund A Harbor International Fund Inv Invesco Global Real Estate Fund R5 Great-West MFS International Value Fund Initial Third Avenue Real Estate Value Fund I International Large Blend3.7%Short-Term Income/Cash8.7%Great-West International Index Fund Initial Great-West Short Duration Bond Fund Initial   GWL&A Contract The Fund will automatically rebalance its holdings of the Underlying Funds on a monthly basis to maintain the appropriate asset allocation. GWCM reviews asset class allocations, Underlying Fund allocations, and the Underlying Funds themselves on a quarterly basis, or more frequently as deemed necessary. GWCM may add or delete asset classes, and add or delete Underlying Funds at any time and without shareholder notice or approval. The following chart illustrates the Fund’s target asset allocations among U.S. equity, foreign equity, real estate, and fixed income asset classes as of the date of this Prospectus. The illustration reflects the Fund’s neutral allocations (without any tactical adjustments by GWCM). The Fund’s actual asset allocation may differ from this illustration to reflect GWCM’s tactical adjustments to the asset mix based on market outlook or other factors. GWCM periodically reviews the asset allocations and may change target asset allocations or deviate from the target asset allocations at any time without shareholder notice or approval.