<PAGE>
PROSPECTUS SUPPLEMENT
FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY
FULCRUM SEPARATE ACCOUNT
SUPPLEMENT TO PROSPECTUS DATED JULY 2, 1997
***
Effective January 1, 1998, the following is added as the second sentence to the
second paragraph under "DISTRIBUTION" on page 38 of the prospectus:
Alternative commission schedules are available with lower initial
commission amounts based on payments, plus ongoing annual compensation of
up to 1% of Contract Value.
Supplement Dated December 29, 1997