SEPARATE ACCOUNT VL OF FIRST VARIABLE LIFE INSURANCE CO
N-8A, 1996-06-03
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                   SECURITIES AND EXCHANGE COMMISSION
                          Washington, DC  20549

                                FORM N-8A

                      NOTIFICATION OF REGISTRATION
                  FILED PURSUANT TO SECTION 8(a) OF THE
                     INVESTMENT COMPANY ACT OF 1940


      The undersigned investment company hereby notifies the Securities and

Exchange Commission that it registers under and pursuant to the provisions 
of Section 8(a) of the Investment Company Act of 1940 and in connection 
with such notification of registration submits the following information:


Name:                            SEPARATE ACCOUNT VL OF 
                                 FIRST VARIABLE LIFE INSURANCE CO.
                                 

Address of Principal                   
Business Office:                 10 POST OFFICE SQUARE
                                 BOSTON, MASSACHUSETTS 02109

Telephone Number:                (617) 457-6727

Name and Address of Agent        Arnold Bergman
for Service of Process:          First Variable Life Insurance Co.
                                 10 Post Office Square
                                 Boston, Massachusetts 02109
                                 
                                 
Check Appropriate Box:

      Registrant is filing a Registration Statement pursuant to Section 
      8(b) of the Investment Company Act of 1940 concurrent with the filing

      of Form N-8A.

      YES  [X]                   NO    [ ]

<PAGE>
                               SIGNATURES


      Pursuant to the requirements of the Investment Company Act of 1940, 
the sponsor of the registrant has caused this notification of registration 
to be duly signed on behalf of the registrant in the City of Boston and 
the State of Massachusetts on the 28th day of May, 1996.

                                 SEPARATE ACCOUNT VL OF 
                                 FIRST VARIABLE LIFE INSURANCE CO.
                                 
                            By:  FIRST VARIABLE LIFE 
                                 INSURANCE CO.



                 
                            By:  s/ Stephan M. Largent
                                 ----------------------------
                                 Stephan M. Largent
                                 President





Attest:    s/ Arnold R. Bergman
           ---------------------
           Arnold R. Bergman
           Secretary






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