SEPARATE ACCOUNT KGC OF ALLMERICA FIN LIFE INS & ANNUITY CO
497, 1997-08-11
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<PAGE>

                              PROSPECTUS SUPPLEMENT 
                 ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY       
                 ------------------------------------------------------

                              SEPARATE ACCOUNT KGC
                   SUPPLEMENT TO PROSPECTUS DATED MAY 1, 1997 

                                 ***

The first paragraph under  "C. RIGHT TO REVOKE ALL OTHER CONTRACTS" on page 
20 of the Prospectus is amended to read in its entirety as follows:

   In Georgia, Idaho, Indiana, Michigan, Missouri, Nebraska, North Carolina, 
   Oklahoma, Oregon, South Carolina, Texas, Utah, Washington and West
   Virginia, an Owner may revoke the Contract at any time within ten days 
   (20 days in Idaho) after receipt of the Contract and receive a refund 
   as described under "B. Right to Revoke Individual Retirement Annuity." 

                                ***

Part 1 of APPENDIX B-  SURRENDER CHARGES AND THE MARKET VALUE ADJUSTMENT is 
deleted and replaced in its entirety by the following: 

PART 1:  SURRENDER CHARGES
 
FULL SURRENDER
- --------------
Assume  a payment  of $50,000  is made on  the issue date and no additional 
payments are  made. Assume  there are  no withdrawals  and that  the  
Withdrawal Without  Surrender  Charge  Amount  is  equal  to 15%  of the 
Accumulated Value. The table  below presents examples of the surrender charge 
resulting from a full surrender, based on hypothetical Accumulated Values.

<TABLE>
<CAPTION>

                                     WITHDRAWAL  
                                      WITHOUT
                    HYPOTHETICAL     SURRENDER       SURRENDER
      CONTRACT      ACCUMULATED       CHARGE           CHARGE         SURRENDER
        YEAR          VALUE            AMOUNT        PERCENTAGE        CHARGE
        ----          -----           -------        ----------        -------
        <S>        <C>               <C>               <C>            <C> 
         1         $ 54,000.00       $ 8,100.00         7%            $ 3,213.00    
         2           58,320.00         8,748.00         6%              2,974.32  
         3           62,985.60         9,447.84         5%              2,500.00  
         4           68,024.45        10,203.67         4%              2,000.00
         5           73,466.40        11,019.96         3%              1,500.00  
         6           79,343.72        11,901.56         2%              1,000.00  
         7           85,691.21        12,853.68         0%                  0.00

</TABLE>


WITHDRAWALS
- -----------

Assume  a payment  of $50,000 is made on the issue date and no additional 
payments are made. Assume that the Withdrawal Without Surrender Charge Amount 
is equal to 15% of the current 

<PAGE>

Accumulated Value in the Contract. The table below presents examples of  the 
surrender charge  resulting from withdrawals from the Owner's Contract based 
on hypothetical Accumulated Values.

<TABLE>
<CAPTION>

                                                WITHDRAWAL 
                                                  WITHOUT 
                HYPOTHETICAL                     SURRENDER       SURRENDER      
   CONTRACT      ACCUMULATED                       CHARGE         CHARGE         SURRENDER
    YEAR           VALUE         WITHDRAWALS       AMOUNT        PERCENTAGE        CHARGE
    ----           -----         -----------       ------        ----------        ------
    <S>      <C>                <C>              <C>                <C>            <C>
     1        $ 54,000.00          $   0.00     $ 8,100.00           7%              0.00 
     2          58,320.00              0.00       8,748.00           6%              0.00
     3          62,985.60              0.00       9,447.84           5%              0.00
     4          68,024.45         30,000.00      10,203.67           4%            791.85
     5          41,066.40         10,000.00       6,159.96           3%            115.20
     6          33,551.72          5,000.00       5,032.76           2%              0.00
     7          30,835.85         10,000.00       4,625.38           0%              0.00

</TABLE>

                                       ***


    Supplement Dated August 11, 1997.


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