As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 9/18/08  Genworth Life & Annuity Ins Co    8-K:9       9/18/08    7:611K                                   Merrill Corp-MD/FA

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     40K 
 2: EX-4.1      Instrument Defining the Rights of Security Holders  HTML    118K 
 3: EX-4.2      Instrument Defining the Rights of Security Holders  HTML    181K 
 4: EX-4.3      Instrument Defining the Rights of Security Holders  HTML     64K 
 5: EX-5.1      Opinion re: Legality                                HTML     18K 
 6: EX-5.2      Opinion re: Legality                                HTML     22K 
 7: EX-8        Opinion re: Tax Matters                             HTML     27K 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): September 18, 2008

 

 

 

GENWORTH LIFE AND ANNUITY INSURANCE COMPANY

(Exact name of registrant as specified in its charter)

 

 

 

(804) 281-6000

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

Item 9.01  Financial Statements and Exhibits.

 

The following documents are filed with reference to and are hereby incorporated into the Registration Statement on Form S-3 (File No. 333-128718), as amended, of Genworth Life and Annuity Insurance Company, filed with the Securities and Exchange Commission on September 30, 2005 and amended on December 8, 2005.

 

(d) Exhibits

 

Exhibit Number		Description
Exhibit 4.1		Pricing Instrument, dated as of September 15, 2008, relating to Genworth Global Funding Trust 2008-49
Exhibit 4.2		Retail Global Note, dated as of September 18, 2008
Exhibit 4.3		Funding Agreement issued by Genworth Life and Annuity Insurance Company to Genworth Global Funding Trust 2008-49, effective as of September 18, 2008
Exhibit 5.1		Opinion of Heather C. Harker, counsel for Genworth Life and Annuity Insurance Company
Exhibit 5.2		Opinion of Sidley Austin LLP, counsel to Genworth Life and Annuity Insurance Company
Exhibit 8		Opinion of Sidley Austin LLP, counsel to Genworth Life and Annuity Insurance Company (re: tax matters)
Exhibit 23.1		Consent of Heather C. Harker, counsel for Genworth Life and Annuity Insurance Company (included in Exhibit 5.1)
Exhibit 23.2		Consent of Sidley Austin LLP (included in Exhibit 5.2)
Exhibit 23.4		Consent of Sidley Austin LLP (included in Exhibit 8)

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

	GENWORTH LIFE AND ANNUITY INSURANCE COMPANY
	By:	/s/ Jac J. Amerell
Date: September 18, 2008		Jac J. Amerell
		Vice President and Controller

 

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EXHIBIT INDEX

 

Exhibit Number		Description
Exhibit 4.1		Pricing Instrument, dated as of September 15, 2008, relating to Genworth Global Funding Trust 2008-49
Exhibit 4.2		Retail Global Note, dated as of September 18, 2008
Exhibit 4.3		Funding Agreement issued by Genworth Life and Annuity Insurance Company to Genworth Global Funding Trust 2008-49, effective as of September 18, 2008
Exhibit 5.1		Opinion of Heather C. Harker, counsel for Genworth Life and Annuity Insurance Company
Exhibit 5.2		Opinion of Sidley Austin LLP, counsel to Genworth Life and Annuity Insurance Company
Exhibit 8		Opinion of Sidley Austin LLP, counsel to Genworth Life and Annuity Insurance Company (re: tax matters)
Exhibit 23.1		Consent of Heather C. Harker, counsel for Genworth Life and Annuity Insurance Company (included in Exhibit 5.1)
Exhibit 23.2		Consent of Sidley Austin LLP (included in Exhibit 5.2)
Exhibit 23.4		Consent of Sidley Austin LLP (included in Exhibit 8)

 

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