SEPARATE ACCOUNT KG OF ALLMERICA FIN LIFE INS & ANNUITY CO
497, 1999-10-08
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                               SEPARATE ACCOUNT KG
                            (KEMPER GATEWAY ADVISOR)

             ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
                FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY

                  SUPPLEMENT TO PROSPECTUS DATED JUNE 23, 1999

                                       ***


Under M. Optional Minimum Guaranteed Annuity Payout Rider, Conditions of
Election of the Minimum Guaranteed Annuity Payout Rider, the second bullet
point is amended to read as follows:

The Owner may not elect a Rider with a ten-year waiting period if at the time
of election the Owner has reached his/her 87th birthday. The Owner may not
elect a Rider with a fifteen-year waiting period if at the time of election
the Owner has reached his/her 82nd birthday.


                                       ***









SUPPLEMENT DATED OCTOBER 8, 1999


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