SEPARATE ACCOUNT KG OF ALLMERICA FIN LIFE INS & ANNUITY CO
497, 1999-12-06
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                               SEPARATE ACCOUNT KG
                              (KEMPER GATEWAY PLUS)

             ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY

  SUPPLEMENT TO PROSPECTUS DATED OCTOBER 15, 1999 AS REVISED NOVEMBER 15, 1999


                                       ***


Under FEDERAL TAX CONSIDERATIONS, E. Provisions Applicable to Qualified Employer
Plans, the following is added as the first paragraph:

Federal income taxation of assets held inside a qualified retirement plan and of
earnings on those assets is deferred until distribution of plan benefits begins.
As such, it is not necessary to purchase a variable annuity contract solely to
obtain its tax deferral feature. However, other features offered under this
Contract and described in this Prospectus - such as the minimum guaranteed death
benefit, the guaranteed fixed annuity rates and the wide variety of investment
options - may make this Contract a suitable investment for your qualified
retirement plan.


                                       ***






SUPPLEMENT DATED DECEMBER 6, 1999



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