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GREAT-WEST FUNDS, INC.

Great-West SecureFoundation^® Balanced ETF Fund

Class A Ticker: SFBPX

(the “Fund”)

Supplement dated May 12, 2014 to the Prospectus and Summary Prospectus for the

Fund, each dated May 1, 2014

Great-West SecureFoundation Balanced ETF Fund

Great-West SecureFoundation® Balanced ETF Fund

Effective immediately, the table titled “Average Annual Total Returns for the Periods Ended December 31, 2013” in the Prospectus and Summary Prospectus for the Fund is hereby deleted in its entirety and replaced with the following table titled “Average Annual Total Returns for the Periods Ended December 31, 2013.”

Average Annual Total Returns for the Periods Ended December 31, 2013

Average Annual Total Returns GREAT-WEST FUNDS INC Great-West SecureFoundation Balanced ETF Fund	Label	1 Year	Since Inception	Inception Date
Great-West SecureFoundation Balanced ETF Fund Class A	Class A before taxes	9.74%	9.65%	Jan. 23, 2012
Great-West SecureFoundation Balanced ETF Fund Class A After Taxes on Distributions	Class A after taxes on distributions1	9.27%	9.15%	Jan. 23, 2012
Great-West SecureFoundation Balanced ETF Fund Class A After Taxes on Distributions and Sales	Class A after taxes on distributions and sale of fund shares1	6.28%	7.54%	Jan. 23, 2012
Wilshire 5000 Index	Wilshire 5000 Index (reflects no deduction for fees, expenses or taxes)	33.06%	22.03%	Jan. 23, 2012
Barclays U.S. Aggregate Bond Index	Barclays U.S. Aggregate Bond Index (reflects no deduction for fees, expenses or taxes)	(2.02%)	1.13%	Jan. 23, 2012
Composite Index	Composite Index (reflects no deduction for fees, expenses or taxes)	16.99%	13.16%	Jan. 23, 2012

¹After-tax returns are calculated using the historical highest individual Federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor’s tax situation and may differ from those shown. After-tax returns shown do not apply to investors who hold Fund shares through tax-deferred arrangements, such as 401(k) plans or an individual retirement account (IRA).

- Definition

If the Fund has annual returns for at least one calendar year, provide a table showing the Fund's (A) average annual total return; (B) average annual total return (after taxes on distributions); and (C) average annual total return (after taxes on distributions and redemption). A Money Market Fund should show only the returns described in clause (A) of the preceding sentence. All returns should be shown for 1-, 5-, and 10- calendar year periods ending on the date of the most recently completed calendar year (or for the life of the Fund, if shorter), but only for periods subsequent to the effective date of the Fund's registration statement. The table also shouldshow the returns of an appropriate broadbased securities market index as defined in Instruction 5 to Item 22(b)(7) for the same periods. A Fund that has been in existence for more than 10 years also may include returns for the life of the Fund. A Money Market Fund may provide the Fund's 7-day yield ending on the date of the most recent calendar year or disclose a toll-free (or collect) telephone number that investors can use to obtain the Fund's current 7-day yield. For a Fund (other than a Money Market Fund or a Fund described in General Instruction C.3.(d)(iii)), provide the information in the following table with the specified captions AVERAGE ANNUAL TOTAL RETURNS (For the periods ended December 31, _____)

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