VARIABLE ACCOUNT J OF LIBERTY LIFE ASSURANCE CO OF BOSTON
485APOS, 1998-03-02
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 As Filed with the Securities and Exchange Commission on February 27, 1998
    
                                            Registration No. 333-29811
                                                             811-08269
===========================================================================
=
                    SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C.  20549
                                     
                                 FORM N-4
                                     
          REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
                                     
              Pre-Effective Amendment No.                 [ ]
                                     
   
              Post-Effective Amendment No.   4             [X]
    
                                     
                                   and/or
                                     
      REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
                                     
   
              Amendment No.   5                           [X]
    
                                     
                            Variable Account  J
                        (Exact Name of Registrant)
                                     
                 Liberty Life Assurance Company of Boston
                            (Name of Depositor)
                                     
             175 Berkeley Street,  Boston, Massachusetts 02117
     (Address of Depositor's Principal Executive Offices)  (Zip Code)
                                     
     Depositor's Telephone Number, including Area Code:  617-357-9500
                                     
                            Lee W. Rabkin, Esq.
                 Liberty Life Assurance Company of Boston
                            175 Berkeley Street
                             Boston, MA 02117
                  (Name and Address of Agent for Service)

   
                                Copies to:
   James J. Klopper, Esq.               Joan E. Boros, Esq.
   Keyport Life Insurance Company  and  Jorden Burt Boros Cicchetti
   125 High Street, 13th Floor            Berensen & Johnson LLP
   Boston, MA 02110                     1025 Thomas Jefferson Street, N.W.
                                        Washington, DC 20007
    

Approximate Date of Proposed Public Offering:  As soon as practicable after
the effective date of this Registration Statement.

   
It is proposed that this filing will become effective:
( ) immediately upon filing pursuant to paragraph (b) of Rule 485
( ) on [date] pursuant to paragraph (b) of Rule 485
(X) 60 days after filing pursuant to paragraph (a)(1) of Rule 485
( ) on [date] pursuant to paragraph (a)(1) of Rule 485

Title  of  Securities Being Registered: Variable Portion of  the  Contracts
Funded Through the Separate Account.
    

No  filing fee is due because an indefinite amount of securities is  deemed
to  have  been  registered in reliance on Section 24(f) of  the  Investment
Company Act of 1940.
===========================================================================

Exhibit List on Page ____

   

    

                    CONTENTS OF REGISTRATION STATEMENT




                             The Facing Sheet
                                     
                             The Contents Page
                                     
                           Cross-Reference Sheet
                                     
                                     
                                  PART A

                                Prospectus
                                     
                                     
                                  PART B
                                     
                    Statement of Additional Information
                                     
                                     
                                  PART C
                                     
                               Items 24 - 32

                              The Signatures
                                     
                                 Exhibits
                            VARIABLE ACCOUNT J
                                     
                 LIBERTY LIFE ASSURANCE COMPANY OF BOSTON
                                     
                     CROSS REFERENCE TO ITEMS REQUIRED
                                BY FORM N-4

N-4 Item       Caption in Prospectus

 1.            Cover Page
 2.            Glossary of Special Terms
 3.            Summary of Expenses
 4.            Performance Information
 5.            Liberty Life and the Variable Account
               Eligible Funds
 6.            Deductions
 7.            Allocations of Purchase Payments
               Transfer of Variable Account Value
               Substitution of Eligible Funds and Other Variable Account
               Changes
               Modification of the Certificate
               Death Provisions for Non-Qualified Certificates
               Death Provisions for Qualified Certificates
               Certificate Ownership
               Assignment
               Partial Withdrawals and Surrender
               Annuity Benefits
               Suspension of Payments
               Inquiries by Certificate Owners
 8.            Annuity Provisions
 9.            Death Provisions for Non-Qualified Certificates
               Death Provisions for Qualified Certificates
               Annuity Options
10.            Purchase Payments and Applications
               Variable Account Value
               Valuation Periods
               Net Investment Factor
               Sales of the Certificates
11.            Partial Withdrawals and Surrender
               Option A:  Income For a Fixed Number of Years
               Right to Revoke
12.            Tax Status
13.            Legal Proceedings
14.            Table of Contents - Statement of Additional Information

                  Caption in Statement of Additional Information

15.            Cover Page
16.            Table of Contents
17.            Liberty Life Assurance Company of Boston
18.            Safekeeping of Assets, Experts
19.            Not applicable
20.            Principal Underwriter
21.            Investment Performance
22.            Variable Annuity Benefits
23.            Financial Statements
   
This Amendment No. 4 to the Registration Statement of Form N-4 which
initially became effective on July 15, 1997 (the "Registration Statement")
is being filed pursuant to Rule 485(a) under the Securities Act of 1933, as
amended. The prospectus, statement of additional information ("SAI") and
exhibits which are amended hereby initially became effective on July 30,
1997, in Post-Effective Amendment No. 1. This Amendment relates only to the
prospectus, SAI, and exhibits included in this Amendment and does not
otherwise delete, amend, or supersede any information contained in the
Registration Statement and Post-Effective Amendment No. 3 to the
Registration Statement.
    




                                  PART A


   
                        May 1, 1998 Prospectus for
    
                                     
                                     
                                     
                                     
                                     
                                  LIBERTY
                         ADVISOR VARIABLE ANNUITY
                                     
                                     
                                     
                                     
                                     
                                     
                      Including Fund Prospectuses for
                                     
                          THE ALGER AMERICAN FUND
                                     
               ALLIANCE VARIABLE PRODUCTS SERIES FUND, INC.
                                     
                     LIBERTY VARIABLE INVESTMENT TRUST
                                     
                       MFS VARIABLE INSURANCE TRUST
                                     
                    STEINROE VARIABLE INVESTMENT TRUST
                                     
                                     

            NOT             May lose value
            FDIC            No bank guarantee
            INSURED



Distributed by:

Keyport Financial Services Corp.
125 High Street, Boston, MA 02110-2712

Issued by:
Liberty Life Assurance Company of Boston
175 Berkeley Street, Boston, MA 02117

Liberty Life Service Office
125 High Street, Boston, MA 02110-2712

   
Service Hotline 800-367-3653 (Press 3)
    

LAVAP 11/97
                                     
____Yes.I  would  like  to  receive the Liberty  Advisor  Variable  Annuity
Statement of Additional Information.

____Yes.I would like to receive the Statement of Additional Information for
the Eligible Funds of:

____ The Alger American Fund

____ Alliance Variable Products Series Fund, Inc.

____ Liberty Variable Investment Trust

____ MFS Variable Insurance Trust

____ SteinRoe Variable Investment Trust
                                     
Name

Address

City State Zip


                            BUSINESS REPLY MAIL
               FIRST CLASS MAIL  PERMIT NO. 6719  BOSTON, MA
                     POSTAGE WILL BE PAID BY ADDRESSEE
                                     
   
                 LIBERTY LIFE ASSURANCE COMPANY OF BOSTON
                              125 HIGH STREET
                           BOSTON, MA 02110-9773
    

           NO POSTAGE NECESSARY IF MAILED IN THE UNITED STATES.



                      GROUP FLEXIBLE PURCHASE PAYMENT
                    DEFERRED VARIABLE ANNUITY CONTRACT
                                 ISSUED BY
                            Variable Account J
                                    OF
                 LIBERTY LIFE ASSURANCE COMPANY OF BOSTON

This  Prospectus offers Group Variable Annuity Contracts (the  "Contracts")
and the related Certificates (the "Certificates") that are designed to fund
benefits under certain group arrangements including those that qualify  for
special tax treatment under the Internal Revenue Code of 1986 (the "Code").
As  required  by  certain  states,  the  Certificates  may  be  offered  as
individual  contracts.  Unless otherwise noted or the context  so  requires
all references to the Certificates include the Contracts and the individual
Contracts.  The Certificates are offered on a flexible payment basis.

The  variable  annuity Contract (form number DVA(1)NY) and the Certificates
described in this prospectus provide for accumulation of Certificate Values
on  a  variable basis, and also on a fixed basis, and payments of  periodic
annuity  payments on either a variable or a fixed basis.  The  Certificates
are designed for use by individuals for retirement planning purposes.

This  prospectus  generally describes only the  variable  features  of  the
Certificate (for a summary of the fixed features, see Appendix  A  on  Page
28). If the Certificate Owner elects to have Certificate Values accumulated
on  a  variable basis, Purchase Payments will be allocated to a  segregated
investment  account of Liberty Life Assurance Company of  Boston  ("Liberty
Life"), designated Variable Account J ("Variable Account").

   
The  Variable Account invests in shares of the following Eligible Funds  at
their  net  asset  value: The Alger American Fund ("Alger American  Fund")-
Alger  American Growth Portfolio ("Alger Growth") and Alger American  Small
Capitalization  Portfolio ("Alger Small Cap"); Alliance  Variable  Products
Series  Fund,  Inc.  ("Alliance  Series  Fund")  -  Global  Bond  Portfolio
("Alliance  Global  Bond") and Premier Growth Portfolio ("Alliance  Premier
Growth");  Liberty  Variable Investment Trust ("Liberty  Trust")  (formerly
named Keyport Variable Investment Trust)-- Colonial Growth and Income Fund,
Variable Series ("Colonial Growth and Income"); Colonial International Fund
for  Growth,  Variable Series ("Colonial Int'l Fund for Growth");  Colonial
Strategic  Income  Fund,  Variable Series  ("Colonial  Strategic  Income");
Colonial U.S. Stock Fund, Variable Series ("Colonial U.S. Stock");  Liberty
All-Star Equity Fund, Variable Series ("Liberty All-Star Equity");  Newport
Tiger  Fund,  Variable  Series  ("Newport Tiger");  and  Stein  Roe  Global
Utilities  Fund,  Variable  Series  ("Stein  Roe  Global  Utilities");  MFS
Variable Insurance Trust ("MFS Trust") -- MFS Emerging Growth Series  ("MFS
Emerging  Growth") and MFS Research Series ("MFS Research");  and  SteinRoe
Variable  Investment Trust ("SteinRoe Trust") -- Stein Roe  Balanced  Fund,
Variable  Series  ("Stein  Roe Balanced"); Stein  Roe  Growth  Stock  Fund,
Variable  Series ("Stein Roe Growth Stock");  Stein Roe Money Market  Fund,
Variable  Series ("Stein Roe Money Market"); Stein Roe Mortgage  Securities
Fund,  Variable  Series ("Stein Roe Mortgage Securities");  and  Stein  Roe
Special Venture Fund, Variable Series ("Stein Roe Special Venture").

The   Variable  Account  may  offer  other  forms  of  the  Contracts   and
Certificates  with  features,  and fees and charges  which  vary  from  the
Certificates,  and provide for investment in other Sub-accounts  which  may
invest  in  different  or  additional mutual funds.   Other  Contracts  and
Certificates  will be described in separate prospectuses and statements  of
additional  information. The agent selling the Contracts  and  Certificates
has  information concerning the eligibility for and the availability of the
other forms of the Contracts and Certificates.
    

A Statement of Additional Information dated the same as this prospectus has
been  filed  with  the  Securities and Exchange Commission  and  is  herein
incorporated by reference.  It is available, at no charge, by  writing  the
Principal Underwriter, Keyport Financial Services Corp. at 125 High Street,
Boston,  MA 02110, by calling (800) 437-4466, or by returning the  postcard
on  the  back  cover  of  this prospectus.  A table  of  contents  for  the
Statement of Additional Information is on Page 27.

The  Certificates  may  be  sold by or through banks  or  other  depository
institutions.  The Contract and Certificates: are not insured by the  FDIC;
are  not a deposit or other obligation of, or guaranteed by, the depository
institution;  and are subject to investment risks, including  the  possible
loss of principal amount invested.

THESE  SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY  THE  SECURITIES
AND EXCHANGE COMMISSION NOR HAS THE COMMISSION PASSED UPON THE ACCURACY  OR
ADEQUACY  OF  THIS  PROSPECTUS.  ANY REPRESENTATION TO THE  CONTRARY  IS  A
CRIMINAL OFFENSE.

THIS  PROSPECTUS  SETS FORTH THE INFORMATION A PROSPECTIVE INVESTOR  SHOULD
KNOW  BEFORE  INVESTING.   THE PROSPECTUS SHOULD  BE  RETAINED  FOR  FUTURE
REFERENCE.

THIS   PROSPECTUS  DOES  NOT  CONSTITUTE  AN  OFFERING  IN  ANY  STATE   OR
JURISDICTION IN WHICH SUCH OFFERING MAY NOT LAWFULLY BE MADE.  NO PERSON IS
AUTHORIZED  BY  LIBERTY  LIFE  TO  GIVE ANY  INFORMATION  OR  TO  MAKE  ANY
REPRESENTATIONS,  OTHER  THAN  THOSE  CONTAINED  IN  THIS  PROSPECTUS,   IN
CONNECTION  WITH  THIS  OFFERING, AND IF GIVEN OR MADE,  SUCH  UNAUTHORIZED
INFORMATION OR REPRESENTATIONS SHOULD NOT BE RELIED UPON.

   
The date of this prospectus is May 1, 1998
    


                             TABLE OF CONTENTS

                                                                Page
Glossary of Special Terms                                       3
Summary of Expenses                                             4
Synopsis                                                        7
Performance Information                                         8
Liberty Life and the Variable Account                           8
   
Year 2000 Matters
    
Purchase Payments and Applications                              8
Investments of the Variable Account                            10
  Allocations of Purchase Payments                             10
  Eligible Funds                                               10
  Transfer of Variable Account Value                           13
  Substitution of Eligible Funds and Other Variable
    Account Changes                                            14
Deductions                                                     14
  Deductions for Certificate Maintenance Charge                14
  Deductions for Mortality and Expense Risk Charge             14
  Deductions for Daily Distribution Charge                     15
  Deductions for Contingent Deferred Sales Charge              15
  Deductions for Transfers of Variable Account Value           16
  Deductions for Premium Taxes                                 16
  Deductions for Income Taxes                                  16
  Total Variable Account Expenses                              16
Other Services                                                 16
The Certificates                                               18
  Variable Account Value                                       18
  Valuation Periods                                            18
  Net Investment Factor                                        18
  Modification of the Certificate                              18
  Right to Revoke                                              19
Death Provisions for Non-Qualified Certificates                19
Death Provisions for Qualified Certificates                    20
Certificate Ownership                                          20
Assignment                                                     20
Partial Withdrawals and Surrender                              21
Annuity Provisions                                             21
  Annuity Benefits                                             21
  Income Date and Annuity Option                               21
  Change in Income Date and Annuity Option                     21
  Annuity Options                                              21
  Variable Annuity Payment Values                              23
  Proof of Age, Sex, and Survival of Annuitant                 23
Suspension of Payments                                         23
Tax Status                                                     23
  Introduction                                                 23
   
  Recent Developments
    
  Taxation of Annuities in General                             23
  Qualified Plans                                              25
  Tax-Sheltered Annuities                                      25
  Individual Retirement Annuities                              25
  Corporate Pension and Profit-Sharing Plans                   25
  Deferred Compensation Plans with Respect to Service
    for State and Local Governments                            25
Variable Account Voting Privileges                             26
Sales of the Certificates                                      26
Legal Proceedings                                              26
Inquiries by Certificate Owners                                26
Table of Contents_Statement of Additional Information          27
Appendix A_The Fixed Account (also known as the Modified
  Guaranteed Annuity Account)                                  28
Appendix B_Telephone Instructions                              31
                         GLOSSARY OF SPECIAL TERMS

Accumulation Unit: An accounting unit of measure used to calculate Variable
Account Value.

Annuitant: The Annuitant is the natural person to whom any annuity payments
will  be  made starting on the Income Date.  The Annuitant may not be  over
age  90 on the Certificate Date (age 75 for Qualified Certificates and  age
90 for Roth IRA Qualified Certificates).

Certificate Anniversary: The same month and day as the Certificate Date  in
each subsequent year of the Certificate.

Certificate Date:   The effective date of the Certificate; it is  shown  on
the Certificate Schedule.

   
Certificate  Owner: The person (or persons in the case of joint  ownership)
who  possesses all the ownership rights under the Certificate.  The primary
Certificate  Owner may not be over age 90 on the Certificate Date  (age  75
for  Qualified Certificates, age 90 for Roth IRA Qualified Certificates and
age 90 for a joint Owner).
    

Certificate  Value:  The sum of the Variable Account Value  and  the  Fixed
Account Value.

Certificate Withdrawal Value:  The Certificate Value increased or decreased
by a limited Market Value Adjustment less any premium taxes and Certificate
Maintenance Charge and applicable Contingent Deferred Sales Charges.

Certificate  Year: Any period of 12 months commencing with the  Certificate
Date  and  each  Certificate Anniversary thereafter shall be a  Certificate
Year.

Covered Person:  The person(s) identified on the Certificate Schedule whose
death  may  result in an Adjustment of Certificate Value, a waiver  of  any
Contingent  Deferred  Sales  Charges  and a  waiver  of  any  Market  Value
Adjustment  or  whose  medically necessary stay in a  hospital  or  nursing
facility may allow the Certificate Owner to be eligible for either a  total
or partial waiver of the Contingent Deferred Sales Charge.

Designated Beneficiary: The person who may be entitled to receive  benefits
following  the  death  of  the  Annuitant,  Certificate  Owner,  or   joint
Certificate  Owner.  The Designated Beneficiary will be  the  first  person
among  the following who is alive on the date of death: primary Certificate
Owner;   joint   Certificate   Owner;   primary   beneficiary;   contingent
beneficiary;  and  if  none of the above is alive, the primary  Certificate
Owner's  estate.   If the primary Certificate Owner and  joint  Certificate
Owner are both alive, they will be the Designated Beneficiary together.

Eligible  Funds:  The  mutual funds that are eligible investments  for  the
Variable Account under the Certificates.

Fixed  Account:  Part of Liberty Life's general account to  which  Purchase
Payments may be allocated or Certificate Values may be transferred.

Fixed  Account  Value: The value of all Fixed Account  amounts  accumulated
under the Certificate prior to the Income Date.

Guarantee Period Anniversary:  An anniversary of a Guarantee Period's Start
Date.

Guarantee  Period Month:  The first Guarantee Period Month is  the  monthly
period  which begins on the Start Date. Subsequent Guarantee Period  Months
begin on the same day in the ensuing months.

Guarantee  Period  Year:  The first Guarantee Period  Year  is  the  annual
period  which  begins on the Start Date. Subsequent Guarantee Period  Years
begin on each Guaranteed Period Anniversary.

In  Force: The status of the Certificate before the Income Date so long  as
it  is  not  totally surrendered, the Certificate Value under a Certificate
does not go to zero, and there has not been a death of the Annuitant or any
Certificate  Owner that will cause the Certificate to end  within  at  most
five years of the date of death.

Income Date: The date on which annuity payments are to begin.

Non-Qualified  Certificate: Any Certificate that  is  not  issued  under  a
Qualified Plan.

   
Office:  Liberty  Life's executive office, which is  175  Berkeley  Street,
Boston, Massachusetts 02117.
    

Qualified Certificate: Certificates issued under Qualified Plans.

Qualified Plan: A retirement plan established pursuant to the provisions of
Sections  401,  403(b),  408(b), or 408A of  the  Internal   Revenue  Code.
Liberty Life treats Section 457 plans as Qualified Plans.

   
Service  Office:  Liberty Life's Service Office which is 125  High  Street,
Boston, Massachusetts 02110.
    

Start Date:  The date an amount is first allocated to a Guarantee Period.

Variable Account: A separate investment account of Liberty Life into  which
Purchase  Payments  under the Certificates may be allocated.  The  Variable
Account is divided into Sub-Accounts ("Sub-Account") that correspond to the
Eligible Funds in which they invest.

Variable  Account  Value:  The  value  of  all  Variable  Account   amounts
accumulated under the Certificate prior to the Income Date.

   
Written Request: A request written on a form satisfactory to Liberty  Life,
signed  by the Certificate Owner and a disinterested witness, and filed  at
Liberty Life's Service Office.
    

                            SUMMARY OF EXPENSES

The  expense summary format below, including the examples, was  adopted  by
the  Securities and Exchange Commission to assist the owner of  a  variable
annuity certificate in understanding the transaction and operating expenses
the owner will directly or indirectly bear under a certificate.  The values
reflect  expenses  of the Variable Account as well as  the  Eligible  Funds
under the Certificates.  The expenses shown for the Eligible Funds and  the
examples should not be considered a representation of future expenses.

Certificate Owner Transaction Expenses

Sales Load Imposed on Purchases:                       0%

Maximum Contingent Deferred Sales Charge
(as a percentage of Purchase Payments):                7%1

        Years from Date of Payment         Sales Charge

                   1                           7%
                   2                           6%
                   3                           5%
                   4                           4%
                   5                           3%
                   6                           2%
                   7                           1%
                   8 or later                  0%

   
Maximum Total Certificate Owner Transaction Expenses2
  (as a percentage of Purchase Payments):               7%

Annual  Certificate Maintenance Charge3                $36
    

The  Certificate Maintenance Charge will be waived before the  Income  Date
if:

   
     (i)   it is the first Certificate Anniversary;
     (ii)  the Certificate Value is greater than or equal to $40,000 on the
Certificate Anniversary date this charge is imposed, or
     (iii) Purchase Payments of at least $2,000 have been made in the prior
Certificate  Year  and there has been no partial withdrawal  in  the  prior
Certificate Year.
    

The  Certificate Maintenance Charge will be waived on and after the  Income
Date for the current year if:

   
     (i)  variable annuity Option A (Income for a Fixed Number of Years) is
applicable; and
      (ii)  at the time of the first payment of the year, the present value
of  all the remaining payments (see "Option A" on Page 22) is greater  than
or equal to $40,000.
    

                     Variable Account Annual Expenses
                  (as a percentage of average net assets)

Mortality and Expense Risk Charge:                           1.25%
Distribution Charge:                                          .15%
Total Variable Account Annual Expenses:                      1.40%

Alger  American Fund, Alliance Series Fund, Liberty Trust, MFS  Trust,  and
SteinRoe Trust Annual Expenses4
(as a percentage of average net assets)

   
                                                           Total Fund
                                                            Operating
                                                          Expenses After
                            Management      Other           Any Expense
Fund                          Fees        Expenses        Reimbursements5

Alger Growth                    .75%          .04%           .79%
Alger Small Cap                 .85%          .03%           .88%
Alliance Global Bond            .44%          .50%           .94%(1.15%)5
Alliance Premier Growth         .72%          .23%           .95%(1.23%)5
Colonial Growth & Income        .65%          .14%           .79%
Colonial Int'l Fund for Growth  .90%          .50%          1.40%
Colonial Strategic Income       .65%          .15%           .80%(.86%)5
Colonial U.S. Stock             .80%          .15%           .95%
Liberty All-Star Equity         .80%          .13%           .93%
Newport Tiger                   .90%          .37%          1.27%
Stein Roe Global Utilities      .65%          .16%           .81%
MFS Emerging Growth             .75%          .25%          1.00%(1.16%)5
MFS Research                    .75%          .25%          1.00%(1.48%)5
Stein Roe Balanced              .60%          .07%           .67%
Stein Roe Growth Stock          .65%          .08%           .73%
Stein Roe Money Market          .50%          .15%           .65%
Stein Roe Mortgage Securities   .55%          .15%           .70%(.72)5
Stein Roe Special Venture       .65%          .10%           .75%
    

THE  ABOVE  EXPENSES  FOR THE ELIGIBLE FUNDS WERE PROVIDED  BY  THE  FUNDS.
LIBERTY   LIFE  HAS  NOT  INDEPENDENTLY  VERIFIED  THE  ACCURACY   OF   THE
INFORMATION.

   
Example  #1  _  Assuming surrender of the Certificate at  the  end  of  the
periods shown.6
    

A  $1,000  investment in each Sub-Account listed would be  subject  to  the
expenses shown, assuming 5% annual return on assets.

Sub-Account                    1 Year     3 Years     5 Years     10 Years
Alger Growth                    $ 93        $122        $162        $319
Alger Small Cap                   94         125         167         331
Alliance Global Bond              94         127         170         338
Alliance Premier Growth           94         127         171         340
Colonial Growth & Income          93         122         162         319
Colonial Int'l Fund for Growth    99         141         195         395
Colonial Strategic Income         93         123         162         321
Colonial U.S. Stock               94         127         171         340
Liberty All-Star Equity           94         127         170         337
Newport Tiger                     97         137         188         379
Stein Roe Global Utilities        93         123         163         322
MFS Emerging Growth               95         129         174         346
MFS Research                      95         129         174         346
Stein Roe Balanced                91         119         155         304
Stein Roe Growth Stock            92         120         159         312
Stein Roe Money Market            91         118         154         301
   
    
Stein Roe Mortgage Securities     92         120         157         308
Stein Roe Special Venture         92         121         160         314

   
Example  #2 _ Assuming annuitization of the Certificate at the end  of  the
periods shown.6
    

A  $1,000  investment in each Sub-Account listed would be  subject  to  the
expenses shown, assuming 5% annual return on assets.

Sub-Account                    1 Year     3 Years     5 Years     10 Years
Alger Growth                     23         73         132         319
Alger Small Cap                  24         76         137         331
Alliance Global Bond             24         78         140         338
Alliance Premier Growth          24         78         141         340
Colonial Growth & Income         23         73         132         319
Colonial Int'l Fund for Growth   29         93         165         395
Colonial Strategic Income        23         74         132         321
Colonial U.S. Stock              24         78         141         340
Liberty All-Star Equity          24         78         140         337
Newport Tiger                    27         88         158         379
Stein Roe Global Utilities       23         74         133         322
MFS Emerging Growth              25         80         144         346
MFS Research                     25         80         144         346
Stein Roe Balanced               21         70         125         304
Stein Roe Growth Stock           22         71         129         312
Stein Roe Money Market           21         69         124         301
Stein Roe Mortgage Securities    22         70         127         308
Stein Roe Special Venture        23         72         130         314

Example  #3  _ Assuming the Certificate stays in force through the  periods
shown.

A $1,000 investment in each Sub-Account listed would be subject to the same
expenses shown in Example #2, assuming 5% annual return on assets.

1Contingent Deferred Sales Charges are deducted only if the Certificate  is
totally  or  partially surrendered.  A surrender will not incur the  Charge
percentage shown as follows:

1.  In  any  Certificate Year, Certificate Owners may withdraw an aggregate
amount,  not  to  exceed,  at  the  time of withdrawal,  the  Certificate's
earnings,  which equal: (a) the Certificate Value, less (b) the portion  of
the Purchase Payments not previously withdrawn.

2.  In  any  Certificate  Year  after the  first,  Certificate  Owners  may
withdraw,  in addition to the amount available in 1., the amount  by  which
10%  of  the  Certificate Value as of the preceding Certificate Anniversary
exceeds the amount available in 1.

   
2This  charge  will be waived on the first Certificate Anniversary  and  in
certain  other  instances  (see  "Deductions  for  Certificate  Maintenance
Charge").

3Liberty  Life  reserves  the right to impose a transfer  fee  after  prior
notice  to  Certificate Owners, but currently does not impose  any  charge.
Premium  taxes are not shown.  Liberty Life deducts the amount  of  premium
taxes,  if  any,  when  paid  unless Liberty  Life  elects  to  defer  such
deduction.

4All  Trust and Fund expenses are for 1996 with the exception of those  for
Liberty All-Star Equity, which are estimated since Liberty All-Star  Equity
commenced operations in November, 1997.  The Alliance Series Fund,  Liberty
Trust  (Colonial  Strategic  Income only), MFS Trust,  and  SteinRoe  Trust
(Stein  Roe  Mortgage  Securities only) expenses  reflect  such  Fund's  or
Trust's adviser's agreement to reimburse expenses above certain limits (see
footnote 5).

5Expense  information shown for Alliance Series Fund has been  restated  to
reflect  current  fees and is net of voluntary expense reimbursements.  The
Alliance Series Fund Adviser has agreed to continue such reimbursements for
the  foreseeable future. Each percentage shown in the parentheses  is  what
the total expenses would have been in the absence of expense reimbursement:
for Alliance Global Bond - 1.15%; and for Alliance Premier Growth - 1.23%.

Liberty Trust's manager has agreed until 4/30/98 to reimburse all expenses,
including  management fees, in excess of the following  percentage  of  the
average annual net assets of each Fund, so long as such reimbursement would
not  result  in  the Fund's inability to qualify as a regulated  investment
company  under  the  Internal Revenue Code: 1.00%  for  Colonial  Growth  &
Income,  Stein Roe Global Utilities, Liberty All-Star Equity  and  Colonial
U.S. Stock; 1.75% for Colonial Int'l Fund for Growth and Newport Tiger; and
 .80% for Colonial Strategic Income. For Colonial Strategic Income the total
 .80%  shown in the table is after expense reimbursement and the .86%  shown
in  the  parentheses  is what the total for 1996 would  have  been  in  the
absence of expense reimbursement.
     

MFS  Trust's Adviser has agreed to bear, subject to reimbursement, expenses
for  each  of  the  two Eligible Funds shown such that  each  Fund's  total
operating expenses shall not exceed, on an annualized basis, 1.25%  of  the
average  daily net assets of the Fund from January 1, 1997 through December
31,  1998,  and  1.50% of the average daily net assets  of  the  Fund  from
January  1,  1999  through December 31, 2004; provided however,  that  this
obligation may be terminated or revised at any time. Each percentage  shown
in  the  parentheses  is what the total expenses would  have  been  in  the
absence of expense reimbursement: for MFS Emerging Growth - 1.16%; and  for
MFS Research - 1.48%.

   
SteinRoe  Trust's adviser has voluntarily agreed until 4/30/98 to reimburse
all  expenses,  including  management fees,  in  excess  of  the  following
percentage of the average annual net assets of each Fund, so long  as  such
reimbursement  would not result in the Fund's inability  to  qualify  as  a
regulated  investment  company under the Internal Revenue  Code:  .80%  for
Stein  Roe  Special Venture and Stein Roe Growth Stock; .65% for Stein  Roe
Money  Market; .75% for Stein Roe Balanced; and .70% for Stein Roe Mortgage
Securities. For Stein Roe Mortgage Securities, the total .70% shown in  the
table  is after expense reimbursement and the .72% shown in the parentheses
is  what  the  total  for 1996 would have been in the  absence  of  expense
reimbursement.

6The  annuity  is  designed for retirement planning  purposes.   Surrenders
prior to the Income Date are not consistent with the long-term purposes  of
the Certificate and the applicable tax laws.
    

The  examples should not be considered a representation of past  or  future
expenses  and charges of the Sub-Accounts.  Actual expenses may be  greater
or  less than those shown.  Similarly, the assumed 5% annual rate of return
is  not  an estimate or a guarantee of future investment performance.   See
"Deductions"  in  this  prospectus,  "Management  of  the  Fund"   in   the
prospectuses  for Alger American Fund and the Alliance Series Fund,  "Trust
Management Organizations" and "Expenses of the Funds" in the prospectus for
Liberty  Trust, "Management of the Series" and "Expenses" in the prospectus
for  MFS  Trust,  and  "How the Funds are Managed" in  the  prospectus  for
SteinRoe Trust.

                                 SYNOPSIS

The  following  Synopsis should be read in conjunction  with  the  detailed
information in this prospectus and the Statement of Additional Information.
Please  refer to the Glossary of Special Terms for the meaning  of  certain
defined terms. Variations from the information appearing in this prospectus
due to individual state requirements are described in supplements which are
attached  to  this  prospectus, or in endorsements to the Certificates,  as
appropriate.

   
The Certificate allows Certificate Owners to allocate Purchase Payments  to
the  Variable Account and also to the Fixed Account.  The Variable  Account
is  a  separate investment account maintained by Liberty Life.   The  Fixed
Account is part of Liberty Life's "general account", which consists of  all
Liberty  Life's assets except the Variable Account and the assets of  other
separate  investment  accounts  maintained by  Liberty  Life.   Certificate
Owners  may  allocate payments to, and receive annuity  payments  from  the
Variable  Account  and/or  the Fixed Account.   If  the  Certificate  Owner
allocates  payments  to the Variable Account, the accumulation  values  and
annuity  payments will fluctuate according to the investment experience  of
the  Sub-Accounts chosen.  If the Certificate Owner allocates  payments  to
the  Fixed  Account,  the accumulation values will increase  at  guaranteed
interest  rates  and  annuity payments will be of  a  fixed  amount.  Fixed
Account  Values  are  subject to a limited market value  adjustment.   (See
Appendix A on Page 28 for more information on the Fixed Account.)   If  the
Certificate   Owner   allocates  payments  to  both  Accounts,   then   the
accumulation values and annuity payments will be variable in part and fixed
in part.

The Certificate permits Purchase Payments to be made on a flexible Purchase
Payment  basis.   The  minimum initial payment is  $5,000  and  $2,000  for
individual  retirement annuities.  The minimum amount for  each  subsequent
payment  is  $1,000 or such lesser amount as Liberty Life may  permit  from
time  to  time (currently $250).  (See "Purchase Payments and Applications"
on Page 9.)
    

There  are  no deductions made from Purchase Payments for sales charges  at
the  time  of purchase.  A Contingent Deferred Sales Charge may be deducted
in  the event of a total or partial surrender (see "Partial Withdrawals and
Surrender" on Page 21).  The Contingent Deferred Sales Charge is based on a
graded table of charges.  The charge will not exceed 7% of that portion  of
the  amount  surrendered that represents Purchase Payments made during  the
seven  years  immediately  preceding  the  request  for  surrender.    (See
"Deductions for Contingent Deferred Sales Charge" on Page 15.)

Liberty Life deducts a Mortality and Expense Risk Charge, which is equal on
an  annual  basis  to 1.25% of the average daily net asset  values  in  the
Variable  Account attributable to the Certificates.  (See  "Deductions  for
Mortality and Expense Risk Charge" on Page 14.) Liberty Life also deducts a
daily distribution charge which is equal on an annual basis to .15% of  the
same values.  (See "Deductions for Daily Distribution Charge" on Page 15.)

Liberty  Life  deducts an annual Certificate Maintenance Charge  (currently
$36.00) from the Variable Account Value for administrative expenses.  Prior
to  the  Income Date, Liberty Life reserves the right to change this charge
for future years. Liberty Life will in certain instances waive this charge.
(See "Deductions for Certificate Maintenance Charge" on Page 14.)

   
Liberty Life reserves the right to deduct a charge of $25 for each transfer
in  excess of 12 per Certificate  Year but currently does not do  so.  (See
"Recent Developments" on Page 41.)
    

Premium  taxes  will be charged against the Certificate  Value.   Currently
such  premium  taxes range from 0% to 5.0%.  (See "Deductions  for  Premium
Taxes" on Page 16.)

There  are  no  federal  income  taxes on  increases  in  the  value  of  a
Certificate until a distribution occurs, in the form of a lump sum payment,
annuity payments, or the making of a gift or assignment of the Certificate.
A federal penalty tax (currently 10%) may also apply.  (See "Tax Status" on
Page 23.)

   
The  Certificate  allows  the Certificate Owner to revoke  the  Certificate
generally  within 10 days of delivery (see "Right to Revoke" on  Page  19).
Since Liberty Life will refund the Certificate Value, the Certificate Owner
will bear the investment risk during the revocation period.

The full financial statements for the Variable Account and Liberty Life are
in the Statement of Additional Information.
    

                          PERFORMANCE INFORMATION

The  Variable  Account may from time to time advertise certain  performance
information concerning its various Sub-Accounts.

Certain  of the Eligible Funds have been available for Liberty Life  and/or
non-Liberty  Life  variable annuity contracts  for  periods  prior  to  the
commencement  of  the  offering  of  the  Certificates  described  in  this
prospectus.  Any performance information for such periods will be based  on
the  historical  results  of  the  Eligible  Funds  being  applied  to  the
Certificate for the specified time periods.

Performance information is not intended to indicate either past performance
under an actual Certificate or future performance.

The Sub-Accounts may advertise total return information for various periods
of  time.   Total  return performance information is based on  the  overall
percentage change in value of a hypothetical investment in the specific Sub-
Account over a given period of time.

Average annual total return information shows the average percentage change
in the value of an investment in the Sub-Account from the beginning date of
the  measuring period to the end of that period.  This standardized version
of  average annual total return reflects all historical investment results,
less  all  charges  and deductions applied against the  Sub-Account  and  a
Certificate  (including  any Contingent Deferred Sales  Charge  that  would
apply if a Certificate Owner surrendered the Certificate at the end of each
period  indicated).  Average total return does not take  into  account  any
premium taxes and would be lower if these taxes were included.

In order to calculate average annual total return, Liberty Life divides the
change  in  value  of a Sub-Account under a Certificate  surrendered  on  a
particular date by a hypothetical $1,000 investment in the Sub-Account made
by  the Certificate Owner at the beginning of the period illustrated.   The
resulting  total  rate  for  the period is then annualized  to  obtain  the
average  annual percentage change during the period.  Annualization assumes
that the application of a single rate of return each year during the period
will  produce  the  ending  value,  taking  into  account  the  effect   of
compounding.

The  Sub-Accounts may present additional total return information  computed
on a different basis.

First,  the  Sub-Accounts may present total return information computed  on
the  same basis as described above, except deductions will not include  the
Contingent  Deferred  Sales  Charge.  This presentation  assumes  that  the
investment  in  the  Certificate  continues  beyond  the  period  when  the
Contingent  Deferred Sales Charge applies, consistent  with  the  long-term
investment and retirement objectives of the Certificate.  The total  return
percentage  will thus be higher under this method than the standard  method
described above.

Second, the Sub-Accounts may present total return information calculated by
dividing  the  change in a Sub-Account's Accumulation  Unit  value  over  a
specified time period by the Accumulation Unit value of that Sub-Account at
the beginning of the period.  This computation results in a 12-month change
rate or, for longer periods, a total rate for the period which Liberty Life
annualizes in order to obtain the average annual percentage change  in  the
Accumulation  Unit  value for that period.  The change percentages  do  not
take  into  account the Contingent Deferred Sales Charge,  the  Certificate
Maintenance Charge and premium tax charges.  The percentages would be lower
if these charges were included.

The  Stein Roe Money Market Sub-Account is a money market Sub-Account  that
also may advertise yield and effective yield information.  The yield of the
Sub-Account  refers to the income generated by an investment  in  the  Sub-
Account  over  a  specifically identified 7-day  period.   This  income  is
annualized  by  assuming  that  the  amount  of  income  generated  by  the
investment  during that week is generated each week over a  52-week  period
and  is  shown  as a percentage.  The yield reflects the deduction  of  all
charges  assessed against the Sub-Account and a Certificate  but  does  not
take  into  account  Contingent  Deferred Sales  Charges  and  premium  tax
charges.  The yield would be lower if these charges were included.

The effective yield of the Stein Roe Money Market Sub-Account is calculated
in  a similar manner but, when annualizing such yield, income earned by the
Sub-Account  is assumed to be reinvested.  This compounding  effect  causes
effective yield to be higher than yield.

                   LIBERTY LIFE AND THE VARIABLE ACCOUNT

Liberty Life Assurance Company of Boston was incorporated on September  17,
1963  as  a  stock life insurance company. Its executive and administrative
offices are at 175 Berkeley Street, Boston, Massachusetts 02117.

   
Liberty Life writes individual life insurance on both a participating and a
non-participating basis and group life and health insurance and  individual
and  group  annuity  contracts on a non-participating basis.  The  variable
annuity  contracts  described  in this prospectus  are  issued  on  a  non-
participating basis. Liberty Life is licensed to do business in all  states
and  in  the  District of Columbia. However, the Certificates described  in
this  prospectus are currently offered only in New York. Liberty  Life  has
been  rated  "A"  by  A.M. Best and Company, independent  analysts  of  the
insurance  industry.  The Best's A rating is in the second  highest  rating
category,  which also includes a lower rating of A-. Best's Ratings  merely
reflect  Best's  opinion as to the relative financial strength  of  Liberty
Life and Liberty Life's ability to meet its contractual obligations to  its
policyholders.  Even  though  assets  in  the  Variable  Account  are  held
separately  from Liberty Life's other assets, ratings of Liberty  Life  may
still  be  relevant to Certificate Owners since not all of  Liberty  Life's
contractual obligations relate to payments based on those segregated assets
(e.g.,  see "Death Provisions" for Liberty Life's obligations after certain
deaths  to  increase  the Certificate Value if it is less  than  the  Death
Benefit Amount or otherwise enhance the death benefit with interest).

Liberty Life is a member of the Insurance Marketplace Standards Association
("IMSA"),  and  as  such may use the IMSA logo and membership  in  IMSA  in
advertisements.  Being  a  member means that Liberty  Life  has  chosen  to
participate in IMSA's Life Insurance Ethical Market Conduct Program.
    

Liberty  Life  is  a  wholly-owned indirect subsidiary  of  Liberty  Mutual
Insurance Company and Liberty Mutual Fire Insurance Company. Liberty Mutual
Insurance  Company  is  a  multi-line  insurance  and  financial   services
institution.

The  Variable  Account  was established by Liberty  Life  pursuant  to  the
provisions of Massachusetts Law on June 2, 1997. The Variable Account meets
the definition of "separate account" under the federal securities laws. The
Variable  Account is registered with the Securities and Exchange Commission
as  a  unit investment trust under the Investment Company Act of 1940. Such
registration does not involve supervision of the management of the Variable
Account or Liberty Life by the Securities and Exchange Commission.

Obligations  under the Certificates are the obligations  of  Liberty  Life.
Although  the  assets of the Variable Account are the property  of  Liberty
Life,  these  assets are held separately from the other assets  of  Liberty
Life  and  are  not chargeable with liabilities arising out  of  any  other
business  Liberty  Life may conduct. Income, capital gains  and/or  capital
losses,  whether  or not realized, from assets allocated  to  the  Variable
Account  are  credited to or charged against the Variable  Account  without
regard  to the income, capital gains, and/or capital losses arising out  of
any  other business Liberty Life may conduct. Thus, Liberty Life  does  not
guarantee the investment performance of the Variable Account. The  Variable
Account  Value and the amount of variable annuity payments will  vary  with
the investment performance of the investments in the Variable Account.

   
                             YEAR 2000 MATTERS

Liberty Life has been addressing Year 2000 matters since late 1995. Liberty
Life has allocated significant resources, both internal and external, to an
on-going,  carefully  planned and managed effort to  examine  all  relevant
internal  computing  systems to identify areas that  may  require  changes.
Liberty  Life has been and is continuing to make such changes  in  existing
systems as Liberty Life believes necessary, targeting December 31, 1998  as
the  expected  completion  date. Liberty Life  has  established  Year  2000
compliance standards for all new internal systems. Liberty Life intends  to
provide  uninterrupted  service to all of its policyholders  and  customers
through and beyond 2000.

Liberty  Life  believes  that the timetable for implementing  any  required
changes  will be met and that the Year 2000 issue will not pose significant
operational problems for its computer systems.

Liberty  Life  does not expect that the cost of addressing  the  Year  2000
issue  will  be  material  to its financial condition  or  its  results  of
operations.
    

                    PURCHASE PAYMENTS AND APPLICATIONS

   
The  initial Purchase Payment is due on the Certificate Date.  The  minimum
initial  Purchase  Payment is $5,000 and $2,000 for  individual  retirement
annuities.  Additional  Purchase Payments can be made  at  the  Certificate
Owner's  option.  Each subsequent Purchase Payment must be at least  $1,000
or  such  lesser  amount  as  Liberty Life may permit  from  time  to  time
(currently $250).  Liberty Life may reject any Purchase Payment.
    

If  the  application for a Certificate is in good order and  it  calls  for
amounts  to  be allocated to the Variable Account, Liberty Life will  apply
the  initial  Purchase  Payment  to the Variable  Account  and  credit  the
Certificate  with Accumulation Units within two business days  of  receipt.
If  the  application for a Certificate is not in good order,  Liberty  Life
will  attempt to get it in good order within five business days.  If it  is
not  complete  at  the  end of this period, Liberty Life  will  inform  the
applicant of the reason for the delay and that the Purchase Payment will be
returned immediately unless the applicant specifically consents to  Liberty
Life's  keeping  the  Purchase Payment until the application  is  complete.
Once  the  application is complete, the Purchase Payment  will  be  applied
within two business days of its completion.  Liberty Life has reserved  the
right to reject any application.

Liberty  Life confirms, in writing, to the Certificate Owner the allocation
of  all  Purchase  Payments  and  the re-allocation  of  values  after  any
requested  transfer.   Liberty  Life must be notified  immediately  by  the
Certificate Owner of any processing error.

   
Liberty Life will permit others to act on behalf of an applicant in certain
instances, including the following two examples.  First, Liberty Life  will
accept  an  application for a Certificate that contains a signature  signed
under  a power of attorney if a copy of that power of attorney is submitted
with  the application.  Second, Liberty Life will issue a Certificate  that
is  replacing an existing life insurance or annuity policy that was  issued
by Liberty Life or an affiliated company without having previously received
a  signed  application  from  the  applicant.   Certain  dealers  or  other
authorized  persons such as employers and Qualified Plan  fiduciaries  will
inform  Liberty  Life  of an applicant's answers to the  questions  in  the
application by telephone or by order ticket and cause the initial  Purchase
Payment  to be paid to Liberty Life.  If the information is in good  order,
Liberty  Life  will  issue the Certificate with a copy  of  an  application
completed with that information.  The Certificate will be delivered to  the
Certificate  Owner  with  a letter from Liberty Life  that  will  give  the
Certificate Owner an opportunity to respond to Liberty Life if any  of  the
application information is incorrect.  Alternatively, Liberty Life's letter
may  request  the  Certificate  Owner to confirm  the  correctness  of  the
information  by signing either a copy of the application or  a  Certificate
delivery  receipt that ratifies the application in all respects (in  either
case,  a copy of the signed document would be returned to Liberty Life  for
its  permanent records).  All purchases are confirmed, in writing,  to  the
applicant  by  Liberty Life.  Liberty Life's liability under a  Certificate
extends only to amounts so confirmed.
    

                    INVESTMENTS OF THE VARIABLE ACCOUNT

                     Allocations of Purchase Payments

   
Purchase Payments applied to the Variable Account will be invested  in  one
or  more  of  the  Eligible  Fund Sub-Accounts  designated  as  permissible
investments in accordance with the selection made by the Certificate  Owner
in  the  application.   Any selection must specify the  percentage  of  the
Purchase Payment that is allocated to each Sub-Account or must specify  the
asset  allocation  model selected. (See "Other Services, the  Programs"  on
Page  16).  The percentage for each Sub-Account, if not zero,  must  be  at
least  5%  and must be a whole number.  A Certificate Owner may change  the
allocation  percentages without fee, penalty or other  charge.   Allocation
changes must be made by Written Request unless the Certificate Owner has by
Written  Request  authorized  Liberty Life to accept  telephone  allocation
instructions  from the Certificate Owner or from a person  acting  for  the
Certificate  Owner as an attorney-in-fact under a power  of  attorney.   By
authorizing  Liberty Life to accept telephone changes, a Certificate  Owner
agrees  to accept and be bound by the conditions and procedures established
by  Liberty  Life from time to time.  The current conditions and procedures
are  in  Appendix B and Certificate Owners authorizing telephone allocation
instructions will be notified, in advance, of any changes.
    

The  Variable  Account  is segmented into Sub-Accounts.   Each  Sub-Account
contains  the  shares  of one of the Eligible Funds  and  such  shares  are
purchased at net asset value.  Eligible Funds and Sub-Accounts may be added
or  withdrawn  as  permitted by applicable law.  The  Sub-Accounts  in  the
Variable  Account  and the corresponding Eligible Funds  currently  are  as
follows:

Eligible Funds of Alger American Fund          Sub-Accounts
Alger Growth                                   Alger Growth Sub-Account
Alger Small Cap                                Alger Small Cap Sub-Account
Eligible Funds of Alliance Series Fund         Sub-Accounts
Alliance Global Bond                           Alliance Global Bond Sub-
                                                 Account
Alliance Premier Growth                        Alliance Premier Growth Sub-
                                                 Account
Eligible Funds of Liberty Trust                Sub-Accounts
Colonial Growth & Income                       Colonial Growth & Income
                                                 Sub-Account
Colonial Int'l Fund for Growth                 Colonial Int'l Fund for
                                                 Growth Sub-Account
Colonial Strategic Income                      Colonial Strategic Income
                                                 Sub-Account
Colonial U.S. Stock                            Colonial U.S. Stock Sub-
                                                 Account
Liberty All-Star Equity                        Liberty All-Star Equity Sub-
                                                 Account
Newport Tiger                                  Newport Tiger Sub-Account
Stein Roe Global Utilities                     Stein Roe Global Utilities
                                                 Sub-Account
Eligible Funds of MFS Trust                    Sub-Accounts
MFS Emerging Growth                            MFS Emerging Growth Sub-
                                                 Account
MFS Research                                   MFS Research Sub-Account
Eligible Funds of SteinRoe Trust               Sub-Accounts
Stein Roe Balanced                             Stein Roe Balanced Sub-
                                                 Account
Stein Roe Growth Stock                         Stein Roe Growth Stock Sub-
                                                 Account
Stein Roe Money Market                         Stein Roe Money Market Sub-
                                                 Account
Stein Roe Mortgage Securities                  Stein Roe Mortgage
                                                 Securities Sub-Account
Stein Roe Special Venture                      Stein Roe Special Venture
                                                 Sub-Account

                              Eligible Funds

The  Eligible  Funds which are the permissible investments of the  Variable
Account  are  the  separate  funds listed above  of  Alger  American  Fund,
Alliance Series Fund, Liberty Trust, MFS Trust and SteinRoe Trust, and  any
other  mutual  funds with which Liberty Life and the Variable  Account  may
enter  into a participation agreement for the purpose of making such mutual
funds available as Eligible Funds under certain Certificates.

Fred  Alger Management, Inc. ("Alger Management") is the investment manager
for  both Eligible Funds of Alger American Fund. Alger Management has  been
in the business of providing investment advisory services since 1964.

Alliance  Capital  Management  L.P. is  the  investment  advisor  for  both
Eligible Funds of Alliance Series Fund. AIGAM International Limited  serves
as sub-adviser for Alliance Global.

Liberty  Advisory  Services Corp. ("LASC")(formerly named Keyport  Advisory
Services  Corp.), an affiliate of Liberty Life, is the manager for  Liberty
Trust  and  its  Eligible  Funds.  Colonial  Management  Associates,   Inc.
("Colonial"), an affiliate of Liberty Life, serves as sub-adviser  for  the
Eligible  Funds (except for Newport Tiger, Stein Roe Global  Utilities  and
Liberty   All-Star  Equity).  Colonial  has  provided  investment  advisory
services since 1931. Newport Fund Management, Inc., an affiliate of Liberty
Life,  serves  as  sub-adviser for Newport Tiger. Liberty Asset  Management
Company,  an  affiliate of Liberty Life, serves as sub-adviser for  Liberty
All-Star  Equity  and  the  current  portfolio  managers  are  J.P.  Morgan
Investment  Management  Inc., Oppenheimer Capital,  Wilke/Thompson  Capital
Management  Inc.,  Westwood  Management Corp.  and  Palley-Needelman  Asset
Management, Inc.

Massachusetts Financial Services Company ("MFS") is the investment  advisor
for  both Eligible Funds of MFS Trust. MFS is America's oldest mutual  fund
organization. MFS and its predecessor organizations have a history of money
management  dating from 1924 and the founding of the first mutual  fund  in
the United States, Massachusetts Investors Trust.

Stein  Roe  & Farnham Incorporated ("Stein Roe") is the investment  adviser
for  each  Eligible Fund of SteinRoe Trust and sub-adviser  for  Stein  Roe
Global  Utilities. In 1986, Stein Roe was organized and  succeeded  to  the
business  of Stein Roe & Farnham, a partnership. Stein Roe is an  affiliate
of  Liberty  Life.  Stein Roe and its predecessor have provided  investment
advisory and administrative services since 1932.

   
The  investment  objectives  of the Eligible Funds  are  briefly  described
below.    More  detailed  information,  including  investor  considerations
related  to  the risks of investing in a particular Eligible Fund,  may  be
found  in  the current prospectus for that Fund.  An investor  should  read
that  prospectus  carefully before selecting a  fund  for  investing.   The
prospectus  is  available, at no charge, from a salesperson or  by  writing
Liberty  Life's Service Office at the address shown on Page 1 or by calling
(800) 437-4466.
    

Eligible Funds of Alger
American Fund and Variable Account
Sub-Accounts                            Investment Objective

Alger Growth                            Long-term capital appreciation
(Alger Growth Sub-Account)
Alger Small Cap                         Long-term capital appreciation.
(Alger Small Cap Sub-Account)

Eligible Funds of Alliance Series
Fund and Variable Account
Sub-Accounts                            Investment Objective

Alliance Global Bond                    A high level of return from a
(Alliance Global Bond                   combination of current income and
 Sub-Account)                           capital appreciation by investing
                                        in a globally diversified portfolio
                                        of high quality debt securities
                                        denominated in the U.S. Dollar and
                                        a range of foreign currencies.

Alliance Premier Growth                 Growth of capital rather than
(Alliance Premier Growth                current income.
 Sub-Account)

Eligible Funds of Liberty Trust
and Variable Account
Sub-Accounts                            Investment Objective

Colonial Growth & Income                Primarily income and long-term
(Colonial Growth & Income               capital growth and, secondarily,
Sub- Account)(formerly named            preservation of capital.
Colonial-Keyport Growth and
Income Fund)

Colonial Int'l Fund for Growth          Long-term capital growth, by
(Colonial Int'l Fund for Growth         investing primarily in non-U.S.
 Sub-Account)(formerly named            equity securities.
Colonial-Keyport Int'l Fund for
Growth)

Colonial Strategic Income               A high level of current income, as
(Colonial Strategic Income              is consistent with prudent risk and
Sub-Account)(formerly named             maximizing total return, by
Colonial-Keyport Strategic              diversifying investments primarily
Income Fund)                            in U.S. and foreign government and
                                        high yield, high risk corporate
                                        debt securities.
                                        
Colonial U.S. Stock                     Long-term capital growth by
(Colonial U.S. Stock Sub Account)       investing primarily in large
(formerly named Colonial-Keyport        capitalization equity securities.
U.S. Stock Fund)

Liberty All-Star Equity                 Total investment return, comprised
(Liberty All-Star Equity Sub-Account)   of long-term capital appreciation
                                        and current income, through
                                        investment primarily in a
                                        diversified portfolio of equity
                                        securities.

Newport Tiger
(Newport Tiger Sub-Account)(formerly    Long term capital growth by
named Newport-Keyport Tiger Fund)       investing primarily in equity
                                        securities of companies located in
                                        the nine Tigers of Asia (Hong Kong,
                                        Singapore, South Korea, Taiwan,
                                        Malaysia, Thailand, Indonesia,
                                        China and the Philippines).

Stein Roe Global Utilities
(Stein Roe Global Utilities             Current income and long-term growth
Sub-Account)                            of capital and income.
(formerly named Colonial-Keyport
Utilities Fund)

Eligible Funds of MFS Trust
and Variable Account
Sub-Accounts                            Investment Objective

MFS Emerging Growth                     Long-term growth of capital.
(MFS Emerging Growth Sub-Account)

MFS Research                            Long-term growth of capital and
(MFS Research Sub-Account)              future income.

Eligible Funds of SteinRoe Trust
and Variable Account
Sub-Accounts                            Investment Objective

Stein Roe Balanced                      High total investment return
(Stein Roe Balanced                     through investment in a changing
Sub-Account) (formerly named SteinRoe   mix of securities.
Managed Assets Fund)

Stein Roe Growth Stock                  Long-term growth of capital through
(Stein Roe Growth Stock                 investment primarily in common
Sub-Account)(formerly named SteinRoe    stocks.
Managed Growth Stock Fund)

Stein Roe Money Market                  High current income from short-term
(Stein Roe Money Market                 money market instruments while
Sub-Account)(formerly named SteinRoe    emphasizing preservation of capital
Cash Income Fund)                       and maintaining excellent
                                        liquidity.
                                        
Stein Roe Mortgage Securities           Highest possible level of current
(Stein Roe Mortgage Securities          income consistent with safety of
Sub-Account)(formerly named SteinRoe    principal and maintenance of
Mortgage Securities Income Fund)        liquidity through investment
                                        primarily in mortgage-backed
                                        securities.

Stein Roe Special Venture               Capital growth by investing
(Stein Roe Special Venture              primarily in common stocks,
Sub-Account)(formerly named SteinRoe    convertible securities, and other
Capital Appreciation Fund)              securities selected for prospective
                                        capital growth.

There  is  no  assurance that the Eligible Funds will achieve their  stated
objectives.

All  the Eligible Funds are funding vehicles for variable annuity contracts
and  variable  life  insurance policies offered  by  separate  accounts  of
Liberty  Life  and of insurance companies affiliated and unaffiliated  with
Liberty  Life.  The risks involved in this "mixed and shared  funding"  are
disclosed  in the Eligible Fund prospectuses under the following  captions:
Alger  American  Fund  -  "Participating Insurance  Companies  and  Plans";
Alliance  Series Fund - "Introduction to the Fund"; Liberty  Trust  -  "The
Trust"; MFS Trust - "Investment Concept of the Trust"; and SteinRoe Trust -
"The Trust".

                    Transfer of Variable Account Value

   
Certificate Owners may transfer Variable Account Value from one Sub-Account
to   another  Sub-Account  and/or  to  the  Fixed  Account.   See   "Recent
Developments".
    

The  Certificate allows Liberty Life to charge a transfer fee and to  limit
the  number  of  transfers  that can be made in a  specified  time  period.
Certificate Owners should be aware that transfer limitations may prevent  a
Certificate  Owner from making a transfer on the date he or she  wants  to,
with  the result that the Certificate Owner's future Certificate Value  may
be  lower than it would have been had the transfer been made on the desired
date.

   
Currently,  Liberty  Life  has  no limit on  the  number  or  frequency  of
transfers,  and it is not charging a transfer fee of $25 for each  transfer
in  excess  of  12  per  Certificate Year.  For transfers  under  different
Certificates  that  are being requested under powers  of  attorney  with  a
common attorney-in-fact or that are, in Liberty Life's determination, based
on  the  recommendation  of a common investment adviser  or  broker/dealer,
there  is  a  transfer limitation of one transfer every  30  days  or  such
shorter period as Liberty Life may permit.
    

Liberty  Life  is also limiting each transfer to a maximum of  $500,000  or
such  greater  amount as Liberty Life may permit.  All transfers  requested
for  a Certificate on the same day will be treated as a single transfer and
the  total  combined  transfer  amount will  be  subject  to  the  $500,000
limitation.   If  the $500,000 limitation is exceeded,  no  amount  of  the
transfer will be executed by Liberty Life.

In applying the $500,000 limitation, Liberty Life may treat as one transfer
all transfers requested by a Certificate Owner for multiple Certificates he
or she owns.  If the $500,000 limitation is exceeded for multiple transfers
requested on the same day that are treated as a single transfer, no  amount
of the transfer will be executed by Liberty Life.

In  applying  the $500,000 limitation to transfers requested  by  a  common
attorney-in-fact  or investment adviser, Liberty Life  will  treat  as  one
transfer  all  transfers requested under different  Certificates  that  are
being requested under powers of attorney with a common attorney-in-fact  or
that are, in Liberty Life's determination, based on the recommendation of a
common investment adviser or broker/dealer.  If the $500,000 limitation  is
exceeded for multiple transfers requested on the same day that are  treated
as a single transfer, no amount of the transfer will be executed by Liberty
Life.  If a transfer is executed under one Certificate and, within the next
30  days,  a  transfer  request for another Certificate  is  determined  by
Liberty  Life to be related to the executed transfer under this paragraph's
rules, the transfer request will not be executed by Liberty Life.  In order
for it to be executed, it would need to be requested again after the 30 day
period has expired and it, along with any other transfer requests that  are
collectively  treated as a single transfer, would need to total  less  than
$500,000.

Liberty  Life's  interest in applying these limitations is to  protect  the
interests  of  both Certificate Owners who are not engaging in  significant
transfer activity and Certificate Owners who are engaging in such activity.
Liberty Life has determined that the actions of Certificate Owners engaging
in  significant transfer activity among Sub-Accounts may cause  an  adverse
effect  on  the  performance  of  the Eligible  Fund  for  the  Sub-Account
involved.   The  movement  of Sub-Account values from  one  Sub-Account  to
another may prevent the appropriate Eligible Fund from taking advantage  of
investment  opportunities because it must maintain  a  liquid  position  in
order  to  handle redemptions.  Such movement may also cause a  substantial
increase  in  Fund  transaction costs which must  be  indirectly  borne  by
Certificate Owners.

   
Certificate Owners will be notified, in advance, of the imposition  of  any
transfer  fee or of a change in the limitation on the number of  transfers.
The fee will not exceed $25.
    

Transfers must be made by Written Request unless the Certificate Owner  has
by  Written  Request  authorized Liberty Life to accept telephone  transfer
requests  from  the  Certificate Owner or from  a  person  acting  for  the
Certificate  Owner as an attorney-in-fact under a power  of  attorney.   By
authorizing  Liberty  Life  to accept telephone  transfer  instructions,  a
Certificate  Owner  agrees to accept and be bound  by  the  conditions  and
procedures  established by Liberty Life from time  to  time.   The  current
conditions  and  procedures  are  in  Appendix  B  and  Certificate  Owners
authorizing  telephone  transfers will be  notified,  in  advance,  of  any
changes.  Written transfer requests may be made by a person acting for  the
Certificate Owner as an attorney-in-fact under a power of attorney.

Transfer  requests received by Liberty Life before the close of trading  on
the  New  York  Stock  Exchange (currently 4:00 PM Eastern  Time)  will  be
initiated  at the close of business that day.  Any requests received  later
will be initiated at the close of the next business day.  Each request from
a  Certificate  Owner to transfer value will be executed by both  redeeming
and  acquiring  Accumulation Units on the day Liberty  Life  initiates  the
transfer.

If  100%  of  any  Sub-Account's value is transferred  and  the  allocation
formula   for  Purchase  Payments  includes  that  Sub-Account,  then   the
allocation  formula for future Purchase Payments will automatically  change
unless  the  Certificate Owner instructs otherwise.  For  example,  if  the
allocation formula is 50% to Sub-Account A and 50% to Sub-Account B and all
of  Sub-Account  A's value is transferred to Sub-Account B, the  allocation
formula  will change to 100% to Sub-Account B unless the Certificate  Owner
instructs otherwise.

     Substitution of Eligible Funds and Other Variable Account Changes

If  the  shares of any of the Eligible Funds should no longer be  available
for  investment  by the Variable Account or if in the judgment  of  Liberty
Life's  management  further investment in such fund  shares  should  become
inappropriate in view of the purpose of the Certificate, Liberty  Life  may
add or substitute shares of another Eligible Fund or of another mutual fund
for  Eligible  Fund  shares already purchased under  the  Certificate.   No
substitution of Fund shares in any Sub-Account may take place without prior
approval   of  the  Securities  and  Exchange  Commission  and  notice   to
Certificate Owners, to the extent required by the Investment Company Act of
1940.

Liberty  Life has also reserved the right, subject to compliance  with  the
law  as  currently applicable or subsequently changed: (a) to  operate  the
Variable Account in any form permitted under the Investment Company Act  of
1940  or  in  any  other  form permitted by law; (b)  to  take  any  action
necessary  to  comply with or obtain and continue any exemptions  from  the
Investment Company Act of 1940 or to comply with any other applicable  law;
(c) to transfer any assets in any Sub-Account to another Sub-Account, or to
one  or  more  separate investment accounts, or to Liberty  Life's  general
account; or to add, combine or remove Sub-Accounts in the Variable Account;
and  (d)  to change the way Liberty Life assesses charges, so long  as  the
aggregate  amount  is not increased beyond that currently  charged  to  the
Variable   Account   and  the  Eligible  Funds  in  connection   with   the
Certificates.

                                DEDUCTIONS

               Deductions for Certificate Maintenance Charge

   
Liberty  Life has responsibility for all administration of the Certificates
and  the Variable Account. This administration includes, but is not limited
to,  preparation  of  the Certificates, maintenance of Certificate  Owners'
records,   and   all  accounting,  valuation,  regulatory   and   reporting
requirements.  Liberty Life makes a Certificate Maintenance Charge for such
services  during  the  accumulation and annuity payment  periods.   At  the
present  time  the  Certificate Maintenance Charge is $36  per  Certificate
Year.   PRIOR TO THE INCOME DATE THE CERTIFICATE MAINTENANCE CHARGE IS  NOT
GUARANTEED AND MAY BE CHANGED BY LIBERTY LIFE.

The  Certificate Maintenance Charge will be waived before the  Income  Date
if:

(i)  it is the first Certificate Anniversary,
    
(ii)  the  Certificate Value is greater than or equal  to  $40,000  on  the
Certificate Anniversary date this charge is imposed, or
(iii)  Purchase  Payments of at least $2,000 have been made  in  the  prior
Certificate  Year  and there has been no partial withdrawal  in  the  prior
Certificate Year.

The  Certificate Maintenance Charge will be waived on and after the  Income
Date for the current year if:

   
(i) variable annuity Option A is applicable; and
    
(ii) at the time of the first payment of the year, the present value of all
of  the  remaining payments (see "Option A" on Page 22) is greater than  or
equal to $40,000.

Prior  to  the Income Date, the full amount of the charge will be  deducted
from the Variable Account Value on each Certificate Anniversary and on  the
date of any total surrender not falling on the Certificate Anniversary.  On
the  Income  Date,  a  pro-rata portion of  the  charge  due  on  the  next
Certificate  Anniversary will be deducted from the Variable Account  Value.
This   pro-rata  charge  covers  the  period  from  the  prior  Certificate
Anniversary to the Income Date.  For example, if the Income Date occurs  73
days  after that prior anniversary, then one-fifth (i.e., 73 days/365 days)
of the annual charge would be deducted on the Income Date.  The charge will
be  deducted from each Sub-Account in the proportion that the value of each
bears to the Variable Account Value.

Once  annuity  payments begin on the Income Date or once they  begin  after
surrender  benefits are applied under a settlement option, the yearly  cost
of  the  Certificate Maintenance Charge for a payee's annuity will  be  the
same as the yearly amount in effect immediately before the annuity payments
begin.   Liberty  Life may not later change the amount of  the  Certificate
Maintenance Charge deducted from the annuity payments.  The charge will  be
deducted  on  a pro-rata basis from each annuity payment.  For example,  if
annuity payments are monthly, then one-twelfth of the annual charge will be
deducted from each payment.

             Deductions for Mortality and Expense Risk Charge

   
Although  variable  annuity  payments  made  to  Annuitants  will  vary  in
accordance  with  the  investment performance of  the  investments  of  the
Variable  Account,  they will not be affected by the  mortality  experience
(death  rate)  of  persons  receiving  such  payments  or  of  the  general
population.   Liberty  Life guarantees the Death Benefits  described  below
(see  "Death  Benefits"). Liberty Life assumes an expense  risk  since  the
Certificate Maintenance Charge after the Income Date will stay the same and
not be affected by variations in expenses.
    

To  compensate  it  for  assuming mortality and  expense  risks,  for  each
Valuation Period Liberty Life deducts from each Sub-Account a Mortality and
Expense Risk Charge equal on an annual basis to 1.25% of the average  daily
net asset value of the Sub-Account.  The charge is deducted during both the
accumulation  and annuity periods (i.e., both before and after  the  Income
Date).   Less than the full charge will be deducted from Sub-Account values
attributable to Certificates issued to employees of Liberty Life and  other
persons specified in "Sales of the Certificates".

                 Deductions for Daily Distribution Charge

Liberty  Life  also deducts from each Sub-Account each Valuation  Period  a
daily  Distribution Charge equal on an annual basis to 0.15% of the average
daily  net asset value of the Sub-Account.  This charge compensates Liberty
Life for certain sales distribution expenses relating to the Certificate.

This  charge  will not be deducted from Sub-Account values attributable  to
Certificates  that have reached the maximum cumulative distribution  charge
limit defined below and to Certificates issued to employees of Liberty Life
and other persons specified in "Sales of the Certificates".  The charge  is
also  not  deducted from Sub-Account values attributable to Annuity  Units.
Liberty  Life  may decide not to deduct the charge from Sub-Account  values
attributable to a Certificate issued in an internal exchange or transfer of
an annuity contract of Liberty Life's general account.

              Deductions for Contingent Deferred Sales Charge

A  sales  charge  is not deducted from the Certificate's Purchase  Payments
when  initially received.  However, a Contingent Deferred Sales Charge  may
be deducted upon a surrender.

In  order to determine whether a Contingent Deferred Sales Charge  will  be
due  upon  a partial or total surrender, Liberty Life maintains a  separate
set  of  records.   These  records identify the date  and  amount  of  each
Purchase  Payment  made to the Certificate and the Certificate  Value  over
time.

Certificate Owners will be permitted to make partial surrenders during  the
Accumulation  Period without incurring a Contingent Deferred Sales  Charge,
as follows:

1.  In  any  Certificate Year, Certificate Owners may withdraw an aggregate
amount  not  to  exceed, at the time of the withdrawal,  the  Certificate's
earnings,  which equal: (a) the Certificate Value, less (b) the portion  of
the Purchase Payments not previously withdrawn.

2.  In  any  Certificate  Year  after the  first,  Certificate  Owners  may
withdraw,  in addition to the amount available in 1., the amount  by  which
10%  of  the  Certificate Value as of the preceding Certificate Anniversary
exceeds the amount available in 1.

Contingent  Deferred Sales Charges, as discussed below,  will  be  deducted
with respect to withdrawals in excess of these amounts.

In  computing the applicable charge amounts, the amount of any surrender in
any  Certificate  Year after the first as set forth in 2.  above,  will  be
deducted from the Purchase Payments in chronological order from the  oldest
to  the  most  recent until the amount is fully deducted.   Any  amount  so
deducted will not be subject to a charge.

The  following  additional  amounts will  be  deducted  from  the  Purchase
Payments  in  the same chronological order: the amount of any surrender  in
the  first Certificate Year in excess of the amount set forth in  1.  above
and the amount of any surrender in any later Certificate Year in excess  of
the  combined amount set forth in 1. and 2. above.  The Contingent Deferred
Sales Charge for each Purchase Payment from which a deduction is made  will
be equal to (a) multiplied by (b), where:

(a)    is the amount so deducted; and

(b)    is the applicable percentage for the number of years that have
       elapsed from the date of that payment to the date of surrender.
       Years are measured from the month and day of payment to the same
       month and day in each subsequent calendar year.  The percentages
       applicable to each Purchase Payment during the seven years after
       the date of its payment are: 7% during year 1; 6% during year 2; 5%
       during year 3; 4% during year 4; 3% during year 5; 2% during year
       6; 1% during year 7; and 0% thereafter.

The  applicable Contingent Deferred Sales Charges for each Purchase Payment
are  then  totaled.  The lesser of this total amount and the  Certificate's
maximum   cumulative  distribution  charge  will  be  deducted   from   the
Certificate Value in the same manner as the surrender amount.  The  maximum
cumulative distribution charge is equal to (a) less (b), where (a) is 9% of
the  total Purchase Payments made to the Certificate and (b) is the sum  of
all  prior  Contingent Deferred Sale Charge deductions from the Certificate
Value  and all prior Variable Account daily distribution charges applicable
to  the Certificate from the 0.15% distribution charge factor.  After  each
surrender,  Liberty  Life's  records  will  be  adjusted  to  reflect   any
deductions made from the applicable Purchase Payments.

Example:  Two  Purchase Payments were made one year apart  for  $5,000  and
$7,000.  The  Certificate Value has grown to an assumed  $13,200  when  the
Certificate Owner decides to withdraw $8,000.  The Certificate Value at the
beginning of the Certificate Year of surrender was $13,000.  The Contingent
Deferred  Sales Charge percentages at the time of surrender are an  assumed
5%  for  the $5,000 payment and 6% for the $7,000 payment.  The portion  of
the   surrender  representing  the  Certificate's  earnings  ($13,200  less
$12,000, or $1,200) would not be subject to charges.  Since $1,200 is  less
than the amount guaranteed not to have charges (10% of $13,000, or $1,300),
an  additional  $100 would not be subject to charges.  This $100  would  be
deducted  from  the  oldest Purchase Payment, reducing it  from  $5,000  to
$4,900.   The  $1,200  increase in value plus the  additional  $100  leaves
$6,700  ($8,000  -  1,200  - 100) to be deducted.   This  $6,700  would  be
deducted from the $4,900 of the first payment still left and $1,800 of  the
second payment.  The total Contingent Deferred Sales Charge would be $4,900
multiplied by the applicable 5% and $1,800 times the applicable  6%,  or  a
total  of $353.  The distribution charge records would now reflect  $0  for
the  1st payment and $5,200 for the 2nd payment.  The $8,000 requested plus
the  $353 charge would be deducted from Certificate Values under the  rules
specified in "Partial Withdrawals and Surrender" on Page 21.

The  Contingent Deferred Sales Charge, when it is applicable, will be  used
to  cover  the  expenses of selling the Certificate, including compensation
paid to selling dealers and the cost of sales literature.  Any expenses not
covered  by  the  charge will be paid from Liberty Life's general  account,
which  may  include  monies  deducted from the  Variable  Account  for  the
Mortality  and  Expense Risk Charge.  A dealer selling the Certificate  may
receive up to 6.00% of Purchase Payments with additional compensation later
based  on  the  Certificate Value of those payments.  During  certain  time
periods selected by Liberty Life and Keyport Financial Services Corp.,  the
percentage may increase to 6.25%.

The  Contingent Deferred Sales Charge will be waived in the event a Covered
Person  is confined in a medical facility in accordance with the provisions
and conditions of an endorsement relating to such confinements.

The  Contingent Deferred Sales Charge will be eliminated under Certificates
issued  to employees of Liberty Life and other persons specified in  "Sales
of the Certificates".

Liberty  Life  may  reduce  or change to 0% any Contingent  Deferred  Sales
Charge  percentage  under a Certificate issued in an internal  exchange  or
transfer of an annuity contract of Liberty Life's general account.

   
Liberty  Life may allow, under the Systematic Withdrawal Program and  under
other  permitted circumstances, all or part of the amount in  2.  above  to
also  be available in the first Certificate Year. If so, the amount  in  2.
above  will be calculated by substituting the initial Purchase Payment  for
the Certificate Value.
    

            Deductions for Transfers of Variable Account Value

   
The Certificate allows Liberty Life to charge a transfer fee.  Currently no
fee is being charged.  Certificate Owners will be notified, in advance,  of
the imposition of any fee.  The fee will not exceed $25.
    

                       Deductions for Premium Taxes
   
Liberty Life deducts the amount of any premium taxes levied by any state or
governmental  entity  when paid unless Liberty Life elects  to  defer  such
deduction.  Such premium taxes depend, among other things, on the  type  of
Certificate (Qualified or Non-Qualified), on the state of residence of  the
Certificate Owner, the state of residence of the Annuitant, the  status  of
Liberty Life within such states, and the insurance tax laws of such states.
For New York Certificates, the current premium tax rate is 0%.
    

                        Deductions for Income Taxes

Liberty Life will deduct from any amount payable under the Certificate  any
income  taxes  that  a  governmental authority  requires  Liberty  Life  to
withhold  with  respect to that amount.  See "Income Tax  Withholding"  and
"Tax-Sheltered Annuities".

                      Total Variable Account Expenses

   
The  Variable Account's total expenses in relation to the Certificate  will
be  the  Certificate  Maintenance Charge, the Mortality  and  Expense  Risk
Charge, and the Daily Sales Charge.
    

The  value of the assets in the Variable Account will reflect the value  of
Eligible  Fund  shares and therefore the deductions from and expenses  paid
out of the assets of the Eligible Funds.  These deductions and expenses are
described in the Eligible Fund prospectuses.

                              OTHER SERVICES

   
The  Programs.   Liberty  Life offers several investment  related  programs
which  are  available  only  prior to the Income  Date:  Asset  Allocation;
Dollar  Cost  Averaging;  Systematic Investment; and Systematic  Withdrawal
Programs. A Rebalancing Program is available prior to and after the  Income
Date.   Under  each Program that utilizes transfers, the related  transfers
between and among Sub-Accounts and the Fixed Account are not counted as one
of   the  twelve  free  transfers.   Each  of  the  Programs  has  its  own
requirements,  as  discussed  below. Liberty Life  reserves  the  right  to
terminate any Program.
    

If the Certificate Owner has submitted the required telephone authorization
form,  certain  changes  may  be  made by telephone.   For  those  Programs
involving  transfers,  Owners  may change instructions  by  telephone  with
regard to which Sub-Accounts or the Fixed Account Certificate Value may  be
transferred.   The  current  conditions and  procedures  are  described  in
Appendix B.

   
Dollar  Cost Averaging Program. Liberty Life offers a Dollar Cost Averaging
program that Certificate Owners may participate in by Written Request.  The
program periodically transfers Accumulation Units from the Stein Roe  Money
Market Sub-Account or the One-Year Guarantee Period of the Fixed Account to
other Sub-Accounts selected by the Certificate Owner.  The program allows a
Certificate Owner to invest in Variable Sub-Accounts over time rather  than
having  to  invest  in  those Sub-Accounts all at  once.   The  program  is
available  for initial and subsequent Purchase Payments and for Certificate
Value  transferred into the Stein Roe Money Market Sub-Account or the  One-
Year  Guarantee  Period.  Under the program, Liberty Life  makes  automatic
transfers on a periodic basis out of the Stein Roe Money Market Sub-Account
or  the  One-Year Guarantee Period into one or more of the other  available
Sub-Accounts (Liberty Life reserves the right to limit the number  of  Sub-
Accounts  the  Certificate  Owner may choose but  there  are  currently  no
limits).
    

The  Certificate Owner by Written Request must specify the Stein Roe  Money
Market  Sub-Account  or  the  One  Year Guarantee  Period  from  which  the
transfers  are  to  be made, the monthly amount to be transferred  (minimum
$100)  and  the Sub-Account(s) to which the transfers are to be made.   The
first  transfer  will  occur  at the close of  the  Valuation  Period  that
includes the 30th day after the receipt of the Certificate Owner's  Written
Request. Each succeeding transfer will occur one month later (e.g., if  the
30th  day after the receipt date is April 8, the second transfer will occur
at  the  close  of  the Valuation Period that includes May  8).   When  the
remaining  value is less than the monthly transfer amount,  that  remaining
value  will  be  transferred and the program will end.  Before  this  final
transfer,  the  Certificate  Owner may extend  the  program  by  allocating
additional  Purchase Payments to the Stein Roe Money Market Sub-Account  or
the  One Year Guarantee Period or by transferring Certificate Value to  the
Stein  Roe Money Market Sub-Account or the One Year Guarantee Period.   The
Certificate  Owner  may,  by Written Request or by  telephone,  change  the
monthly  amount to be transferred, change the Sub-Account(s) to  which  the
transfers  are  to  be  made,  or  end  the  program.   The  program   will
automatically  end  if the Income Date occurs.  Liberty Life  reserves  the
right  to  end the program at any time by sending the Certificate  Owner  a
notice one month in advance.

Written or telephone instructions must be received by Liberty Life  by  the
end (currently 4:00 PM Eastern Time) of the business day preceding the next
scheduled  transfer in order to be in effect for that transfer.   Telephone
instructions  are subject to the conditions and procedures  established  by
Liberty  Life  from  time to time.  The current conditions  and  procedures
appear  in  Appendix B, and Certificate Owners in a dollar  cost  averaging
program will be notified, in advance, of any changes.

   
Asset  Allocation Program. Certificate Owners may select  from  five  asset
allocation model portfolios separately developed by Ibbotson Associates and
Standard  &  Poor's (Model A - Capital Preservation, Model B -  Income  and
Growth,  Model  C  -  Moderate Growth, Model D -  Growth,  and  Model  E  -
Aggressive  Growth).  If  a Certificate Owner elects  one  of  the  models,
initial  and  subsequent Purchase Payments will automatically be  allocated
among  the  Sub-Accounts in the model. Only one model  may  be  used  in  a
Certificate  at  a  time. Certificate Owners may use  a  questionnaire  and
scoring  system  to  determine the model which corresponds  to  their  risk
tolerance and time horizons.

Periodically  Ibbotson  Associates and Standard & Poor's  will  review  the
models  and  may  determine that a reconfiguration of the Sub-Accounts  and
percentage allocations among those Sub-Accounts is appropriate. Certificate
Owners will receive notification prior to any reconfiguration.
    

The  Fixed  Account  is  not  available in any asset  allocation  model.  A
Certificate Owner may allocate initial or subsequent Purchase Payments,  or
Certificate Value, between an asset allocation model and the Fixed Account.

   
Rebalancing Program.  In accordance with the  Certificate Owner's  election
of  the relative Purchase Payment percentage allocations, Liberty Life will
automatically  rebalance the Certificate Value of each  Sub-Account  either
monthly,  quarterly, semi-annually, or annually. On the  last  day  of  the
period  selected, Liberty Life will automatically rebalance the Certificate
Value  in  each  of the Sub-Accounts to match the current Purchase  Payment
percentage allocations. The Program may be terminated at any time  and  the
percentages may be altered by Written Request. The requested change must be
received at the Service Office ten (10) days prior to the end of the period
selected.  Certificate Value allocated to the Fixed Account is not  subject
to  automatic  rebalancing.  After the Income Date,  automatic  rebalancing
applies  only to variable annuity payments and Liberty Life will  rebalance
the number of Annuity Units in each Sub-Account. Annuity Units are used  to
calculate  the  amount of each Sub-Account annuity payment;  see  "Variable
Annuity Benefits" in the Statement of Additional Information.

Systematic  Investment  Program.   Purchase  Payments  under  Non-Qualified
Certificates  may be made by monthly deductions from the  bank  account  or
payroll  of any Certificate Owner who has completed and returned to Liberty
Life  a  Systematic Investment Program application and authorization  form.
The application and authorization form may be obtained from Liberty Life or
from the sales representative.  Each Systematic Investment Program Purchase
Payment is subject to a current minimum of $50.

Systematic  Withdrawal Program.  To the extent permitted  by  law,  Liberty
Life will make monthly, quarterly, semi-annually or annual distributions of
a  predetermined dollar amount to a Certificate Owner that has enrolled  in
the  Systematic  Withdrawal Program.  Under the Program, all  distributions
will  be  made  directly to the Certificate Owner and will be  treated  for
federal tax purposes as any other withdrawal or distribution of Certificate
Value.  (See "Tax Status".)  A Certificate Owner may specify the amount  of
each   partial  withdrawal,  subject  to  a  minimum  of  $100.  Systematic
withdrawals  may  be made from the Sub-Accounts and the One-Year  Guarantee
Period  of  the  Fixed  Account.  In each  Certificate  Year,  portions  of
Certificate Value may be withdrawn without the imposition of any Contingent
Deferred  Sales Charge ("Free Withdrawal Amount"). If withdrawals  pursuant
to  the Program are greater than the Free Withdrawal Amount, the amount  of
the withdrawals greater than the Free Withdrawal Amount will be subject  to
the  applicable Contingent Deferred Sales Charge.  Any unrelated  voluntary
partial withdrawal a Certificate Owner makes during a Certificate Year will
be  aggregated  with withdrawals pursuant to the Program to  determine  the
applicability of any Contingent Deferred Sales Charge under the Certificate
provisions regarding partial withdrawals.

Unless  the Certificate Owner specifies the Sub-Account or Sub-Accounts  or
the Fixed Account from which withdrawals of Certificate Value shall be made
or  if the amount in a specified Sub-Account is less than the predetermined
amount, Liberty Life will make withdrawals under the Program from the  Sub-
Accounts  and the Fixed Account in amounts proportionate to the amounts  in
the  Sub-Accounts and the Fixed Account. All withdrawals under the  Program
will  be  effected by canceling the number of Accumulation Units  equal  in
value  to  the  amount to be distributed to the Certificate Owner  and  any
applicable Contingent Deferred Sales Charge.
    

The  Program may be combined with all other Programs except the  Systematic
Investment Program.

It may not be advisable to participate in the Systematic Withdrawal Program
and  incur  a  Contingent  Deferred Sales  Charge  when  making  additional
Purchase Payments under the Certificate.

                             THE CERTIFICATES

                          Variable Account Value

The  Variable  Account Value for a Certificate is the sum of the  value  of
each  Sub-Account  to which values are allocated under a Certificate.   The
value  of  each  Sub-Account is determined at any time by  multiplying  the
number  of  Accumulation  Units attributable to  that  Sub-Account  by  the
Accumulation  Unit value for that Sub-Account at the time of determination.
The  Accumulation  Unit  value is an accounting unit  of  measure  used  to
determine the change in an Accumulation Unit's value from Valuation  Period
to Valuation Period.

Each Purchase Payment that is made results in additional Accumulation Units
being   credited  to  the  Certificate  and  the  appropriate   Sub-Account
thereunder. The number of additional units for any Sub-Account  will  equal
the  amount allocated to that Sub-Account divided by the Accumulation  Unit
value for that Sub-Account at the time of investment.

                             Valuation Periods

The  Variable Account is valued each Valuation Period using the  net  asset
value  of  the  Eligible Fund shares.  A Valuation  Period  is  the  period
commencing at the close of trading on the New York Stock Exchange  on  each
Valuation  Date and ending at the close of trading for the next  succeeding
Valuation  Date.   A  Valuation Date is each day that the  New  York  Stock
Exchange  is  open for business.  The New York Stock Exchange is  currently
closed  on  weekends,  New  Year's  Day,  Martin  Luther  King,  Jr.   Day,
Presidents'  Day, Good Friday, Memorial Day, Independence Day,  Labor  Day,
Thanksgiving Day and Christmas  Day.

                           Net Investment Factor

Variable  Account  Value will fluctuate in accordance with  the  investment
results of the underlying Eligible Funds.  In order to determine how  these
fluctuations  affect  value,  Liberty Life utilizes  an  Accumulation  Unit
value.  Each Sub-Account has its own Accumulation Units and value per Unit.
The  Unit value applicable during any Valuation Period is determined at the
end of that period.

When  Liberty  Life first purchased Eligible Fund shares on behalf  of  the
Variable Account, Liberty Life valued each Accumulation Unit at a specified
dollar amount.  The Unit value for each Sub-Account in any Valuation Period
thereafter is determined by multiplying the value for the prior period by a
net  investment  factor.   This factor may be greater  or  less  than  1.0;
therefore,  the  Accumulation Unit may increase or decrease from  Valuation
Period  to  Valuation  Period.  Liberty Life calculates  a  net  investment
factor for each Sub-Account by dividing (a) by (b) and then subtracting (c)
(i.e., (a/b) - c), where:

(a) is equal to:

(i)    the net asset value per share of the Eligible Fund at the end of the
       Valuation Period; plus

(ii)    the per share amount of any distribution made by the Eligible Fund
        if the "ex-dividend" date occurs during that same Valuation Period.

(b)    is the net asset value per share of the Eligible Fund at the end of
       the prior Valuation Period.

(c)    is equal to:

(i)    the Valuation Period equivalent of the Mortality and Expense Risk
       Charge; plus

(ii)   the Valuation Period equivalent of the daily Distribution Charge;
       plus

(iii)  a charge factor, if any, for any tax provision established by
       Liberty Life as a result of the operations of that Sub-Account.

   
If  a  Certificate ever reaches the maximum cumulative sales  charge  limit
defined  in "Deductions for Contingent Deferred Sales Charge", Unit  values
without (c)(ii) above will be used thereafter.  For Certificates issued  to
employees  of  Liberty Life and other persons specified in  "Sales  of  the
Certificates",  Unit values with .35% in (c)(i) above and  without  (c)(ii)
above  will  be used.  Unit values without (c)(ii) above may  be  used  for
certain  Certificates  issued  in an internal  exchange  or  transfer  (see
"Deductions for Daily Distribution Charge").
    

                      Modification of the Certificate

Only  Liberty  Life's  President  or  Secretary  may  agree  to  alter  the
Certificate or waive any of its terms.  Any changes must be made in writing
and  with  the  Certificate Owner's consent, except as may be  required  by
applicable law.

                              Right to Revoke

The Certificate Owner may return the Certificate within 10 days after he or
she  receives  it  by  delivering or mailing it to Liberty  Life's  Service
Office.   The return of the Certificate by mail will be effective when  the
postmark  is affixed to a properly addressed and postage-prepaid  envelope.
The returned Certificate will be treated as if Liberty Life never issued it
and Liberty Life will refund the Certificate Value.

              DEATH PROVISIONS FOR NON-QUALIFIED CERTIFICATES

Death  of Primary Owner, Joint Owner or Certain Non-Owner Annuitant.  These
provisions  apply  if, before the Income Date while the Certificate  is  In
Force,  the  primary Certificate Owner or any Joint Certificate Owner  dies
(whether  or not the decedent is also the Annuitant) or the Annuitant  dies
under  a Certificate with a non-natural Certificate Owner such as a  trust.
The  Designated   Beneficiary will control the  Certificate  after  such  a
death.

If  the  decedent's  surviving  spouse (if any)  is  the  sole   Designated
Beneficiary,  the surviving spouse will automatically become the  new  sole
primary Certificate Owner as of the decedent's date of death.  And, if  the
Annuitant  is the decedent, the new Annuitant will be any living contingent
annuitant,  otherwise the surviving spouse.  The Certificate  may  continue
until another death occurs (i.e., until the death of the Annuitant, primary
Certificate Owner or joint Certificate Owner).  Except for this  paragraph,
all of "Death Provisions" will apply to that subsequent death.

In  all other cases, the Certificate may continue up to five years from the
date of death.  During this period, the Designated Beneficiary may exercise
all  ownership  rights, including the right to make  transfers  or  partial
surrenders  or  the  right  to totally surrender the  Certificate  for  its
Surrender Value.  If the Certificate is still in  effect at the end of  the
five-year period, Liberty Life will automatically end it then by paying the
Certificate  Value  to  the  Designated  Beneficiary.   If  the  Designated
Beneficiary is not then alive, Liberty Life will pay any person(s) named by
the  Designated Beneficiary in a Written Request; otherwise the  Designated
Beneficiary's estate.

The  Covered Person under this paragraph shall be the decedent if he or she
is  the  first  to die of the primary Certificate Owner, Joint  Certificate
Owner, Annuitant, or, if there is a non-natural Certificate Owner such as a
trust,  the  Annuitant shall be the Covered Person.  If the Covered  Person
dies, the Certificate Value will be increased, as provided below, if it  is
less than the Death Benefit Amount ("DBA").  The DBA is:

The  DBA at issue is the initial Purchase Payment.  Thereafter, the DBA  is
calculated  for  each  Valuation Period by adding any  additional  Purchase
Payments,  and deducting any partial withdrawals, including any  applicable
surrender charge.  This resulting amount is the "net Purchase Payment death
benefit".   The  Certificate  Value for each Certificate  Anniversary  (the
"Anniversary  Value") before the 81st birthday of the   Covered  Person  is
determined.   Each Anniversary Value is increased by any Purchase  Payments
made after that anniversary.  This resultant value is then decreased by  an
amount  calculated at the time of any partial withdrawal  made  after  that
anniversary.  The amount is calculated by taking the amount of any  partial
withdrawal, and dividing by the Certificate Value immediately preceding the
partial   withdrawal,  and  then  multiplying  by  the  Anniversary   Value
immediately preceding the withdrawal.  The greatest Anniversary  Value,  as
so  adjusted, (the "greatest Anniversary Value") is the DBA unless the  net
Purchase  Payment death benefit is higher.  The net Purchase Payment  death
benefit  will  be  the  DBA  if such amount is  higher  than  the  greatest
Anniversary Value.

When Liberty Life receives due proof of the Covered Person's death, Liberty
Life  will compare, as of the date of death, the Certificate Value  to  the
DBA.   If  the Certificate Value was less than the DBA, Liberty  Life  will
increase  the  current Certificate Value by the amount of  the  difference.
Note  that while the amount of the difference is determined as of the  date
of  death, that amount is not added to the Certificate Value until  Liberty
Life  receives  due  proof of death.  The amount to  be  credited  will  be
allocated  to  the Variable Account and/or the Fixed Account based  on  the
Purchase  Payment allocation selection that is in effect when Liberty  Life
receives  due  proof  of death.  Whether or not the  Certificate  Value  is
increased   because  of  this  minimum  death  provision,  the   Designated
Beneficiary  may,  by the later of the 90th day after the Covered  Person's
death  and  the  60th  day  after Liberty Life is notified  of  the  death,
surrender the Certificate for the Certificate Withdrawal Value without  any
applicable  Contingent  Deferred  Sales  Charge  being  deducted.   For   a
surrender  after the applicable 90 or 60 day period and for a surrender  at
any time after the death of a non-Covered Person, any applicable Contingent
Deferred  Sales  Charge  would be deducted.   If  the  Certificate  is  not
surrendered, it will continue for the time period specified above.

Payment  of  Benefits.   Instead of receiving a lump sum,  the  Certificate
Owner  or  any  Designated Beneficiary may direct by Written  Request  that
Liberty  Life  pay any benefit of $5,000 or more under an  annuity  payment
option  that  meets the following: (a) the first payment to the  Designated
Beneficiary  must be made no later than one year after the date  of  death;
(b)  payments  must be made over the life of the Designated Beneficiary  or
over  a period not extending beyond that person's life expectancy; and  (c)
any  payment option that provides for payments to continue after the  death
of  the Designated Beneficiary will not allow the successor payee to extend
the period of time over which the remaining payments are to be made.

Death  of Certain Non-Certificate Owner Annuitant.  These provisions  apply
if,  before  the  Income Date while the Certificate is In  Force,  (a)  the
Annuitant dies, (b) the Annuitant is not a Certificate Owner, and  (c)  the
Certificate Owner is a natural person.  The Certificate will continue after
the  Annuitant's  death.  The new Annuitant will be any  living  contingent
annuitant, otherwise the primary Certificate Owner. If the Annuitant is the
first  to  die  of  the  Certificate's  primary  Certificate  Owner,  Joint
Certificate  Owner and Annuitant, then the Annuitant is the Covered  Person
and  the Certificate Value will be increased, as provided below, if  it  is
less  than the Death Benefit Amount ("DBA"), as defined above. When Liberty
Life  receives  due  proof  of the Annuitant's  death,  Liberty  Life  will
compare, as of the date of death, the Certificate Value to the DBA.  If the
Certificate  Value  was less than the DBA, Liberty Life will  increase  the
current Certificate Value by the amount of the difference.  Note that while
the  amount  of the difference is determined as of the date of death,  that
amount  is  not added to the Certificate Value until Liberty Life  receives
due  proof  of death.  The amount to be credited will be allocated  to  the
Variable  Account  and/or the Fixed Account based on the  Purchase  Payment
allocation selection that is in effect when Liberty Life receives due proof
of  death.   Whether or not the Certificate Value is increased  because  of
this  minimum  death  provision, the Certificate Owner  may  surrender  the
Certificate  within 90 days of the date of the Annuitant's  death  for  the
Certificate  Withdrawal  Value without any applicable  Contingent  Deferred
Sales Charge being deducted.  For a surrender after 90 days, any applicable
Contingent Deferred Sales Charge would be deducted.

                DEATH PROVISIONS FOR QUALIFIED CERTIFICATES

Death of Annuitant.  If the Annuitant dies before the Income Date while the
Certificate  is  In  Force,  the Designated Beneficiary  will  control  the
Certificate  after such a death.  The Certificate Value will be  increased,
as  provided below, if it is less than the Death Benefit Amount ("DBA")  as
defined  above.   When Liberty Life receives due proof of  the  Annuitant's
death,  Liberty Life will compare, as of the date of death, the Certificate
Value  to the DBA.  If the Certificate Value was less than the DBA, Liberty
Life  will  increase the current Certificate Value by  the  amount  of  the
difference.  Note that while the amount of the difference is determined  as
of  the  date  of death, that amount is not added to the Certificate  Value
until  Liberty Life receives due proof of death.  The amount to be credited
will be allocated to the Variable Account and/or the Fixed Account based on
the  Purchase  Payment allocation selection that is in effect when  Liberty
Life receives due proof of death.  Whether or not the Certificate Value  is
increased   because  of  this  minimum  death  provision,  the   Designated
Beneficiary  may, by the later of the 90th day after the Annuitant's  death
and the 60th day after Liberty Life is notified of the death, surrender the
Certificate  for  the Certificate Withdrawal Value without  any  applicable
Contingent Deferred Sales Charge being deducted.  For a surrender after the
applicable  90  or 60 day period, any applicable Contingent Deferred  Sales
Charge would be deducted.

If  the Certificate is not surrendered, it may continue for the time period
permitted  by  the  Internal  Revenue Code  provisions  applicable  to  the
particular  Qualified Plan.  During this period, the Designated Beneficiary
may exercise all ownership rights, including the right to make transfers or
partial  withdrawals or the right to totally surrender the Certificate  for
its Certificate Withdrawal Value.  If the Certificate is still in effect at
the  end  of  the period, Liberty Life will automatically end  it  then  by
paying  the  Certificate Withdrawal Value (without  the  deduction  of  any
applicable Contingent Deferred Sales Charge) to the Designated Beneficiary.
If  the Designated Beneficiary is not alive then, Liberty Life will pay any
person(s)  named  by  the  Designated Beneficiary  in  a  Written  Request;
otherwise the Designated Beneficiary's estate.

Payment  of  Benefits.   Instead of receiving a lump sum,  the  Certificate
Owner  or  any  Designated Beneficiary may direct by Written  Request  that
Liberty  Life  pay any benefit of $5,000 or more under an  annuity  payment
option  that  meets the following: (a) the first payment to the  Designated
Beneficiary  must be made no later than one year after the date  of  death;
(b)  payments  must be made over the life of the Designated Beneficiary  or
over  a period not extending beyond that person's life expectancy; and  (c)
any  payment option that provides for payments to continue after the  death
of  the Designated Beneficiary will not allow the successor payee to extend
the period of time over which the remaining payments are to be made.

                           CERTIFICATE OWNERSHIP

The  Certificate  Owner shall be the person designated in the  application.
The  Certificate  Owner  may exercise all the rights  of  the  Certificate.
Joint  Certificate  Owners  are permitted but  not  contingent  Certificate
Owners.

The  Certificate Owner may by Written Request change the Certificate Owner,
primary  beneficiary, contingent beneficiary or contingent  annuitant.   An
irrevocably-named  person may be changed only with the written  consent  of
such person.

Because  a change of Certificate Owner by means of a gift (i.e., a transfer
without  full  and  adequate  consideration) may  be  a  taxable  event,  a
Certificate  Owner should consult a competent tax adviser  as  to  the  tax
consequences resulting from such a transfer.

Any Qualified Certificate may have limitations on transfer of ownership.  A
Certificate Owner should consult the Plan Administrator and a competent tax
adviser as to the tax consequences resulting from such a transfer.

                                ASSIGNMENT

The  Certificate Owner may assign the Certificate at any time.  A  copy  of
any  assignment  must be filed with Liberty Life.  The Certificate  Owner's
rights  and  those  of any revocably-named person will be  subject  to  the
assignment.    Any   Qualified  Certificate   may   have   limitations   on
assignability.

Because  an  assignment may be a taxable event, a Certificate Owner  should
consult  a competent tax adviser as to the tax consequences resulting  from
any such assignment.

                     PARTIAL WITHDRAWALS AND SURRENDER

The  Certificate  Owner may make partial withdrawals from the  Certificate.
Liberty  Life must receive a Written Request and the minimum amount  to  be
withdrawn must be at least $300 or such lesser amount as Liberty  Life  may
permit  in  conjunction  with  a Systematic  Withdrawal  Program.   If  the
Certificate Value after a partial withdrawal would be below $2,500, Liberty
Life  will treat the request as a withdrawal of only the excess amount over
$2,500.   The  amount  withdrawn  will include  any  applicable  Contingent
Deferred  Sales Charge and therefore the amount actually withdrawn  may  be
greater  than  the  amount of the surrender check  requested.   Unless  the
request  specifies otherwise, the total amount withdrawn will  be  deducted
from  all Sub-Accounts of the Variable Account in the ratio that the  value
in each Sub-Account bears to the total Variable Account Value.  If there is
no  value, or insufficient value, in the Variable Account, then the  amount
surrendered, or the insufficient portion, will be deducted from  the  Fixed
Account in the ratio that each Guarantee Period's value bears to the  total
Fixed Account Value.

The  Certificate Owner may totally surrender the Certificate  by  making  a
Written   Request.   Surrendering  the  Certificate  will  end  it.    Upon
surrender,  the  Certificate Owner will receive the Certificate  Withdrawal
Value.

Liberty  Life  will pay the amount of any surrender within  seven  days  of
receipt of such request.  Alternatively, the Certificate Owner may purchase
for  himself or herself an annuity option with any surrender benefit of  at
least $5,000.  Liberty Life's consent is needed to choose an option if  the
Certificate Owner is not a natural person.

Annuity  options  based on life contingencies cannot be  surrendered  after
annuity  payments  have  begun.  Option A,  which  is  not  based  on  life
contingencies, may be surrendered if a variable payout has been selected.

Because of the potential tax consequences of a full or partial surrender, a
Certificate  Owner  should  consult a competent  tax  adviser  regarding  a
surrender.

                            ANNUITY PROVISIONS

                             Annuity Benefits

If  the  Annuitant  is alive on the Income Date and the Certificate  is  In
Force,  payments  will  begin  under the  annuity  option  or  options  the
Certificate  Owner  has  chosen.   The  amount  of  the  payments  will  be
determined  by applying the Certificate Value increased or decreased  by  a
limited  Market  Value  Adjustment  of Fixed  Account  Value  described  in
Appendix  A  (less any premium taxes not previously deducted and  less  any
applicable Certificate Maintenance Charge) on the Income Date in accordance
with the option selected.

                      Income Date and Annuity Option

   
The  Certificate Owner may select an Income Date and an Annuity  Option  at
the  time  of  application.  If the Certificate Owner does  not  select  an
Annuity  Option,  Option  B  will  automatically  be  designated.   If  the
Certificate  Owner  does not select an Income Date for the  Annuitant,  the
Income  Date  will  automatically be the earlier of (i) the  later  of  the
Annuitant's 90th birthday and the 10th Certificate Anniversary and (ii) any
maximum date permitted under state law.
    

                 Change in Income Date and Annuity Option

The  Certificate Owner may choose or change an Annuity Option or the Income
Date by making a Written Request to Liberty Life at least 30 days prior  to
the  Income Date.  However, any Income Date must be: (a) for fixed  annuity
options,  not earlier than the first Certificate Anniversary; and  (b)  not
later  than  the earlier of (i) the later of the Annuitant's 90th  birthday
and  the  10th Certificate Anniversary and (ii) any maximum date  permitted
under state law.

                              Annuity Options

The Annuity Options are:

    Option A: Income for a Fixed Number of Years;

    Option B: Life Income with 10 Years of Payments Guaranteed; and

    Option C: Joint and Last Survivor Income.

   
Other  options may be arranged by mutual consent.  Each option is available
in two forms -- as a variable annuity for use with the Variable Account and
as  a  fixed  annuity  for use with Liberty Life's  general  account  Fixed
Account.   Variable  annuity payments will fluctuate  while  fixed  annuity
payments will not.  The dollar amount of each fixed annuity payment will be
determined  by deducting from the Certificate Value increased or  decreased
by  a  limited Market Value Adjustment described in Appendix A any  premium
taxes  not  previously deducted and any applicable Certificate  Maintenance
Charge and then dividing the remainder by $1,000 and multiplying the result
by the greater of: (a) the applicable factor shown in the appropriate table
in  the Certificate; or (b) the factor currently offered by Liberty Life at
the  time annuity payments begin.  This current factor may be based on  the
sex of the payee unless to do so would be prohibited by law.

If  no  Annuity Option is selected, Option B will automatically be applied.
Unless  the  Certificate Owner chooses otherwise, Variable  Account  Value,
less  any  applicable premium taxes not previously deducted  and  less  any
applicable  Certificate Maintenance Charge will be applied  to  a  variable
annuity  option and Fixed Account Value increased or decreased by a limited
Market Value Adjustment described in Appendix A less any premium taxes  not
previously  deducted  will be applied to a fixed  annuity  option.  Whether
variable  or fixed, the same Certificate Value applied to each option  will
produce a different initial annuity payment as well as different subsequent
payments.
    

The  payee is the person who will receive the sum payable under an  annuity
option.   Any  annuity option that provides for payments to continue  after
the  death  of the payee will not allow the successor payee to  extend  the
period of time over which the remaining payments are to be made.

If the amount available to apply under any variable or fixed option is less
than $5,000, Liberty Life has reserved the right to pay such amount in  one
sum to the payee in lieu of the payment otherwise provided for.

Annuity  payments  will  be made monthly unless quarterly,  semi-annual  or
annual  payments are chosen by Written Request.  However,  if  any  payment
provided for would be or becomes less than $100, Liberty Life has the right
to  reduce the frequency of payments to such an interval as will result  in
each payment being at least $100.

   
Option  A:  Income For a Fixed Number of Years.  Liberty Life will  pay  an
annuity  for  a  chosen number of years, not fewer than 5 nor  over  50  (a
period  of  years  over 30 may be chosen only if it  does  not  exceed  the
difference between age 100 and the Annuitant's age on the date of the first
payment).  Option A is referred to as Preferred Income Plan (PIP).  At  any
time while variable annuity payments are being made, the payee may elect to
receive  the  following  amount: (a) the present  value  of  the  remaining
payments,  commuted at the interest rate used to create the annuity  factor
for  this option (this interest rate is 5% per year, unless 3% per year  is
chosen by Written Request at the time the option is selected); less (b) any
Contingent Deferred Sales Charge due by treating the value defined  in  (a)
as  a  total  surrender.   (See "Deductions for Contingent  Deferred  Sales
Charge".)  Instead  of receiving a lump sum, the payee  may  elect  another
payment option and the amount applied to the option will not be reduced  by
the  charge defined in (b) above.  If, at the death of the payee, Option  A
payments have been made for fewer than the chosen number of years:
    

(a)   payments will be continued during the remainder of the period to the
      successor payee; or

   
(b)   that successor payee may elect to receive in a lump sum the present
      value of the remaining payments, commuted at the interest rate used
      to create the annuity factor for this option.  For the variable
      annuity, this interest rate is 5% per year, unless 3% per year had
      been chosen by the payee at the time the option was selected.
    

The  Mortality  and  Expense Risk Charge is deducted during  the  Option  A
payment period if a variable payout has been selected, but Liberty Life has
no mortality risk during this period.

   
Liberty  Life has available a "level monthly" payment option  that  can  be
chosen for variable payments under Option A. Under this option, the monthly
payment amount changes every twelve months instead of every month as  would
be  the  case  under  the  standard monthly payment frequency.  The  "level
monthly" option converts an annual payment amount into twelve equal monthly
payments  as  follows. Each annual payment will be determined as  described
below in "Variable Annuity Payment Values".  Each annual payment will  then
be placed in Liberty Life's general account, from which it will be paid out
in  twelve equal monthly payments.  The sum of the twelve monthly  payments
will  exceed  the annual payment amount because of an interest rate  factor
used by Liberty Life that will vary from year to year. If the payments  are
commuted,  (1)  the commutation method described above for calculating  the
present  value  of  remaining  payments applies  to  any  remaining  annual
payments and (2) any unpaid monthly payments out of the current twelve will
be  commuted  at the interest rate that was used to determine those  twelve
current monthly payments.
    

See  "Annuity Payments" on Page 24 for the manner in which Option A may  be
taxed.

Option B: Life Income with 10 Years of Payments Guaranteed.   Liberty  Life
will pay an annuity during the lifetime of the payee.  If, at the death  of
the payee, payments have been made for fewer than 10 years:

(a)   payments will be continued during the remainder of the period to the
      successor payee; or

   
(b)   that successor payee may elect to receive in a lump sum the present
      value of the remaining payments, commuted at the interest rate used
      to create the annuity factor for this option.  For the variable
      annuity, this interest rate is 5% per year, unless 3% per year was
      chosen by the Payee's Written Request.
    

The  amount of the annuity payments will depend on the age of the payee  on
the Income Date and it may also depend on the payee's sex.

Option C: Joint and Last Survivor Income.  Liberty Life will pay an annuity
for  as  long as either the payee or a designated second natural person  is
alive.   The amount of the annuity payments will depend on the age of  both
persons on the Income Date and it may also depend on each person's sex.  IT
IS  POSSIBLE UNDER THIS OPTION TO RECEIVE ONLY ONE ANNUITY PAYMENT IF  BOTH
PAYEES  DIE AFTER THE RECEIPT OF THE FIRST PAYMENT OR TO RECEIVE  ONLY  TWO
ANNUITY PAYMENTS IF BOTH PAYEES DIE AFTER RECEIPT OF THE SECOND PAYMENT AND
SO ON.

                      Variable Annuity Payment Values

The  amount of the first variable annuity payment is determined by  Liberty
Life  using  an  annuity purchase rate that is based on an  assumed  annual
investment  return of 5% per year, unless 3% is chosen by Written  Request.
Subsequent  variable annuity payments will fluctuate in amount and  reflect
whether the actual investment return of the selected Sub-Account(s)  (after
deducting  the Mortality and Expense Risk Charge) is better or  worse  than
the  assumed  investment return.  The total dollar amount of each  variable
annuity  payment will be equal to: (a) the sum of all Sub-Account payments;
less  (b) the pro-rata amount of the annual Certificate Maintenance Charge.
Currently,  a  payee may instruct Liberty Life to change the Sub-Account(s)
used  to  determine  the amount of the variable annuity payments  unlimited
times every 12 months.

               Proof of Age, Sex, and Survival of Annuitant

Liberty  Life may require proof of age, sex or survival of any  payee  upon
whose  age,  sex or survival payments depend.  If the age or sex  has  been
misstated,  Liberty  Life  will compute the amount  payable  based  on  the
correct  age  and  sex.  If income payments have begun,  any  underpayments
Liberty  Life  may  have made will be paid in full with  the  next  annuity
payment.  Any overpayments, unless repaid in one sum, will be deducted from
future annuity payments until Liberty Life is repaid in full.
                                     
                          SUSPENSION OF PAYMENTS

Liberty  Life  reserves the right to postpone surrender payments  from  the
Fixed  Account for up to six months.  Liberty Life reserves  the  right  to
suspend  or postpone any type of payment from the Variable Account for  any
period when: (a) the New York Stock Exchange is closed other than customary
weekend or holiday closings; (b) trading on the Exchange is restricted; (c)
an  emergency exists as a result of which it is not reasonably  practicable
to  dispose  of securities held in the Variable Account or determine  their
value; or (d) the Securities and Exchange Commission permits delay for  the
protection  of  security holders.  The applicable rules and regulations  of
the  Securities  and Exchange Commission shall govern  as  to  whether  the
conditions described in (b) and (c) exist.

                                TAX STATUS

                               Introduction

The  Certificate  is  designed for use by individuals in  retirement  plans
which  may  or  may  not  be Qualified Plans under the  provisions  of  the
Internal Revenue Code (the "Code").  The ultimate effect of federal  income
taxes  on  the Certificate Value, on annuity payments, and on the  economic
benefit  to  the  Certificate Owner, Annuitant  or  Designated  Beneficiary
depends  on  the  type  of  retirement plan for which  the  Certificate  is
purchased  and  upon  the  tax  and employment  status  of  the  individual
concerned.  The discussion contained herein is general in nature and is not
intended  as tax advice.  Each person concerned should consult a  competent
tax  adviser.  No attempt is made to consider any applicable state or other
tax  laws.   Moreover, the discussion herein is based upon  Liberty  Life's
understanding  of  current federal income tax laws as  they  are  currently
interpreted.   No  representation  is  made  regarding  the  likelihood  of
continuation  of those current federal income tax laws or  of  the  current
interpretations by the Internal Revenue Service.

   
                            Recent Developments

The President has proposed and Congress will be considering certain changes
to  the  Code  that  would have significant adverse  tax  consequences  for
exchanges of variable annuities and transfers between sub-accounts, and the
calculation  of  the  taxable  portion  of  a  full  surrender  or  partial
withdrawals.  It  is  impossible to predict whether  any  of  the  proposed
changes to the Code will be enacted or in what form.
    

                     Taxation of Annuities in General

   
Section 72 of the Code governs taxation of annuities in general.  There are
no  income  taxes  on  increases in the value  of  a  Certificate  until  a
distribution occurs, in the form of a full surrender, a partial  surrender,
an assignment or gift of the Certificate, or annuity payments.

Surrenders,  Assignments  and  Gifts.   A  Certificate  Owner   who   fully
surrenders  his or her Certificate is taxed on the portion of  the  payment
that  exceeds  his or her cost basis in the Certificate.  For Non-Qualified
Certificates,  the  cost  basis is generally the  amount  of  the  Purchase
Payments  made for the Certificate and the taxable portion of the surrender
payment is taxed as ordinary income.  For Qualified Certificates, the  cost
basis is generally zero and the taxable portion of the surrender payment is
generally  taxed  as  ordinary  income subject  to  special  5-year  income
averaging.  A Designated Beneficiary receiving a lump sum surrender benefit
after  the  death  of the Annuitant or Certificate Owner is  taxed  on  the
portion  of the amount that exceeds the Certificate Owner's cost  basis  in
the  Certificate.  If the Designated Beneficiary elects to receive  annuity
payments within 60 days of the decedent's death, different tax rules apply.
See  "Annuity  Payments" below.  For Non-Qualified  Certificates,  the  tax
treatment applicable to Designated Beneficiaries may be contrasted with the
income-tax-free treatment applicable to persons inheriting and then selling
mutual fund shares with a date-of-death value in excess of their basis.
    

Partial  withdrawals  received under Non-Qualified  Certificates  prior  to
annuitization are first included in gross income to the extent  Certificate
Value  exceeds Purchase Payments. Then, to the extent the Certificate Value
does  not exceed Purchase Payments, such withdrawals are treated as a  non-
taxable  return  of  principal  to  the  Certificate  Owner.   For  partial
withdrawals under a Qualified Certificate, payments are treated first as  a
non-taxable  return of principal up to the cost basis and  then  a  taxable
return  of  income.   Since  the cost basis of  Qualified  Certificates  is
generally zero, partial surrender amounts will generally be fully taxed  as
ordinary income.

A  Certificate Owner who assigns or pledges a Non-Qualified Certificate  is
treated  as  if he or she had received the amount assigned or  pledged  and
thus  is  subject  to  taxation  under  the  rules  applicable  to  partial
withdrawals  or  surrenders.   A  Certificate  Owner  who  gives  away  the
Certificate (i.e., transfers it without full and adequate consideration) to
anyone  other than his or her spouse is treated for income tax purposes  as
if he or she had fully surrendered the Certificate.

A  special  computational  rule  applies if  Liberty  Life  issues  to  the
Certificate  Owner, during any calendar year, (a) two or more  Certificates
or  (b)  one  or more Certificates and one or more of Liberty Life's  other
annuity  contracts.   Under  this  rule, the  amount  of  any  distribution
includable  in  the Certificate Owner's gross income is  to  be  determined
under  Section 72(e) of the Code by treating all the Liberty Life contracts
as  one contract.  Liberty Life believes that this means the amount of  any
distribution  under one Certificate will be includable in gross  income  to
the  extent that at the time of distribution the sum of the values for  all
the Certificates or contracts exceeds the sum of the cost bases for all the
contracts.

   
Annuity Payments.  The non-taxable portion of each variable annuity payment
is  determined by dividing the cost basis of the Certificate by  the  total
number  of  expected payments while the non-taxable portion of  each  fixed
annuity  payment  is  determined  by an  "exclusion  ratio"  formula  which
establishes the ratio that the cost basis of the Certificate bears  to  the
total expected value of annuity payments for the term of the annuity.   The
remaining  portion  of each payment is taxable.  Such  taxable  portion  is
taxed at ordinary income rates.  For Qualified Certificates, the cost basis
is  generally zero.  With annuity payments based on life contingencies, the
payments  will  become fully taxable once the payee lives longer  than  the
life  expectancy  used to calculate the non-taxable portion  of  the  prior
payments.   Because variable annuity payments can increase  over  time  and
because   certain  payment  options  provide  for  a  lump  sum  right   of
commutation,  it  is  possible that the IRS could determine  that  variable
annuity payments should not be taxed as described above but instead  should
be taxed as if they were received under an agreement to pay interest.  This
determination  would  result in a higher amount (up  to  100%)  of  certain
payments being taxable.

With  respect to the "level monthly" payment option available under Annuity
Option A, pursuant to which each annual payment is placed in Liberty Life's
general  account  and  paid  out  with interest  in  twelve  equal  monthly
payments, it is possible the IRS could determine that receipt of the  first
monthly payout of each annual payment is constructive receipt of the entire
annual  payment.   Thus, the total taxable amount for each  annual  payment
would  be  accelerated to the time of the first monthly payout and reported
in the tax year in which the first monthly payout is received.
    

Penalty  Tax.   Payments  received by Certificate Owners,  Annuitants,  and
Designated Beneficiaries under Certificates may be subject to both ordinary
income taxes and a penalty tax equal to 10% of the amount received that  is
includable in income.  The penalty tax is not imposed on amounts  received:
(a) after the taxpayer attains age 59-1/2; (b) in a series of substantially
equal payments made for life or life expectancy; (c) after the death of the
Certificate  Owner (or, where the Certificate Owner is not a  human  being,
after the death of the Annuitant); (d) if the taxpayer becomes totally  and
permanently  disabled;  or (e) under a Non-Qualified Certificate's  annuity
payment  option that provides for a series of substantially equal payments,
provided  only  one  Purchase  Payment is  made  to  the  Certificate,  the
Certificate is not issued as a result of a Section 1035 exchange,  and  the
first annuity payment begins in the first Certificate Year.

Income  Tax  Withholding.   Liberty Life is required  to  withhold  federal
income  taxes  on  taxable  amounts  paid  under  Certificates  unless  the
recipient  elects not to have withholding apply.  Liberty Life will  notify
recipients of their right to elect not to have withholding apply.  See "Tax-
Sheltered Annuities" (TSAs) for an alternative type of withholding that may
apply  to distributions from TSAs that are eligible for rollover to another
TSA or an individual retirement annuity or account (IRA).

   
Section 1035 Exchanges.  A Non-Qualified Certificate may be purchased  with
proceeds  from  the  surrender of an existing  annuity  contract.   Such  a
transaction may qualify as a tax-free exchange pursuant to Section 1035  of
the  Code.   It is Liberty Life's understanding that in such an event:  (a)
the  new  Certificate  will  be subject to the distribution-at-death  rules
described  in  "Death  Provisions  for  Non-Qualified  Certificates";   (b)
Purchase Payments made between August 14, 1982 and January 18, 1985 and the
income  allocable to them will, following an exchange, no longer be covered
by  a  "grandfathered" exception to the penalty tax for a  distribution  of
income that is allocable to an investment made over ten years prior to  the
distribution; and (c) Purchase Payments made before August 14, 1982 and the
income  allocable to them will, following an exchange, continue to  receive
the  following  "grandfathered" tax treatment  under  prior  law:  (i)  the
penalty  tax  does not apply to any distribution; (ii) partial  withdrawals
are  treated first as a non-taxable return of principal and then a  taxable
return  of  income;  and  (iii) assignments are not treated  as  surrenders
subject  to  taxation.   Liberty  Life's  understanding  of  the  above  is
principally  based  on legislative reports prepared by  the  Staff  of  the
Congressional Joint Committee on Taxation.  See "Recent Developments".
    

Diversification Standards.  The U.S. Secretary of the Treasury  has  issued
regulations  that  set  standards for diversification  of  the  investments
underlying  variable annuity contracts (other than pension plan contracts).
The  Eligible  Funds are designed to be managed to meet the diversification
requirements for the Certificate as those requirements may change from time
to  time.   If  the  diversification requirements are  not  satisfied,  the
Certificate  would not be treated as an annuity contract.  As a consequence
to  the  Certificate Owner, income earned on a Certificate would be taxable
to  the Certificate Owner in the year in which diversification requirements
were not satisfied, including previously non-taxable income earned in prior
years.   As  a  further  consequence, Liberty Life would  be  subjected  to
federal income taxes on assets in the Variable Account.

The  Secretary of the Treasury announced in September 1986 that he  expects
to  issue  regulations which will prescribe the circumstances  in  which  a
Certificate  Owner's  control  of the investments  of  a  segregated  asset
account may cause the Certificate Owner, rather than the insurance company,
to  be  treated as the owner of the assets of the account.  The regulations
could  impose  requirements  that are not  reflected  in  the  Certificate.
Liberty Life, however, has reserved certain rights to alter the Certificate
and  investment alternatives so as to comply with such regulations.   Since
the  regulations have not been issued, there can be no assurance as to  the
content  of such regulations or even whether application of the regulations
will  be  prospective.  For these reasons, Certificate Owners are urged  to
consult with their own tax advisers.

                              Qualified Plans

The  Certificate is designed for use with several types of Qualified Plans.
The  tax  rules  applicable to participants in such  Qualified  Plans  vary
according  to  the type of plan and the terms and conditions  of  the  plan
itself.  Therefore, no attempt is made herein to provide more than  general
information  about  the use of the Certificate with the  various  types  of
Qualified  Plans.   Participants under such  Qualified  Plans  as  well  as
Certificate Owners, Annuitants, and Designated Beneficiaries are  cautioned
that  the  rights of any person to any benefits under such Qualified  Plans
may  be  subject  to  the  terms and conditions  of  the  plans  themselves
regardless  of  the  terms  and conditions of  the  Certificate  issued  in
connection  therewith.   Following are brief descriptions  of  the  various
types  of  Qualified Plans and of the use of the Certificate in  connection
therewith.  Purchasers  of  the Certificate should  seek  competent  advice
concerning  the terms and conditions of the particular Qualified  Plan  and
use of the Certificate with that Plan.

                          Tax-Sheltered Annuities

Section 403(b) of the Code permits public school employees and employees of
certain  types  of  charitable,  educational and  scientific  organizations
specified  in  Section 501(c)(3) of the Code to purchase annuity  contracts
and,  subject  to certain contribution limitations, exclude the  amount  of
Purchase  Payments  from  gross income for  tax  purposes.   However,  such
Purchase  Payments  may be subject to Social Security (FICA)  taxes.   This
type  of  annuity  contract is commonly referred  to  as  a  "Tax-Sheltered
Annuity" (TSA).

Section   403(b)(11)  of  the  Code  contains  distribution   restrictions.
Specifically, benefits may be paid, through surrender of the Certificate or
otherwise,  only (a) when the employee attains age 59-1/2,  separates  from
service,  dies  or  becomes totally and permanently  disabled  (within  the
meaning of Section 72(m)(7) of the Code) or (b) in the case of hardship.  A
hardship distribution must be of employee contributions only and not of any
income  attributable  to such contributions.  Section 403(b)(11)  does  not
apply to distributions attributable to assets held as of December 31, 1988.
Thus,  it  appears  that  the  law's  restrictions  would  apply  only   to
distributions attributable to contributions made after 1988, to earnings on
those  contributions, and to earnings on amounts held as of 12/31/88.   The
Internal  Revenue Service has indicated that the distribution  restrictions
of  Section  403(b)(11)  are  not  applicable  when  TSA  funds  are  being
transferred   tax-free  directly  to  another  TSA  issuer,  provided   the
transferred  funds  continue  to  be  subject  to  the  Section  403(b)(11)
distribution restrictions.

Liberty  Life  will  notify  a  Certificate  Owner  who  has  requested   a
distribution  from  a  Certificate if all or part of such  distribution  is
eligible for rollover to another TSA or to an individual retirement annuity
or  account  (IRA).   Any amount eligible for rollover  treatment  will  be
subject  to mandatory federal income tax withholding at a 20% rate  if  the
Certificate Owner receives the amount rather than directing Liberty Life by
Written Request to transfer the amount as a direct rollover to another  TSA
or IRA.

                      Individual Retirement Annuities

   
Sections  408(b)  and  408A  of  the Code permit  eligible  individuals  to
contribute  to  an  individual retirement program known as  an  "Individual
Retirement   Annuity"  and  "Roth  IRA",  respectively.  These   individual
retirement annuities are subject to limitations on the amount which may  be
contributed,  the  persons  who  may be eligible,  and  on  the  time  when
distributions may commence.  In addition, distributions from certain  types
of  Qualified  Plans may be placed on a tax-deferred basis into  a  Section
408(b) Individual Retirement Annuity.
    

                Corporate Pension and Profit-Sharing Plans

Sections  401(a)  and  403(a)  of the Code permit  corporate  employers  to
establish various types of retirement plans for employees.  Such retirement
plans  may permit the purchase of the Certificate to provide benefits under
the plans.

Deferred  Compensation Plans With Respect to Service for  State  and  Local
Governments

Section 457 of the Code, while not actually providing for a Qualified  Plan
as  that  term is normally used, provides for certain deferred compensation
plans  that enjoy special income tax treatment with respect to service  for
tax-exempt   organizations,  state  governments,  local  governments,   and
agencies and instrumentalities of such governments.  The Certificate can be
used with such plans.  Under such plans, a participant may specify the form
of investment in which his or her participation will be made.  However, all
such  investments  are  owned  by and subject  to  the  claims  of  general
creditors of the sponsoring employer.

                    VARIABLE  ACCOUNT VOTING PRIVILEGES

In  accordance with its view of present applicable law, Liberty  Life  will
vote  the  shares  of  the Eligible Funds held in the Variable  Account  at
regular  and special meetings of the shareholders of the Eligible Funds  in
accordance  with  instructions  received from  persons  having  the  voting
interest in the Variable Account.  Liberty Life will vote shares for  which
it  has not received instructions in the same proportion as it votes shares
for which it has received instructions.

However, if the Investment Company Act of 1940 or any regulation thereunder
should  be amended or if the present interpretation thereof should  change,
and  as  a result Liberty Life determines that it is permitted to vote  the
shares of the Eligible Funds in its own right, it may elect to do so.

The  person  having the voting interest under a Certificate  prior  to  the
Income  Date shall be the Certificate Owner.  The number of shares held  in
each  Sub-Account  which  are attributable to  each  Certificate  Owner  is
determined  by dividing the Certificate Owner's Variable Account  Value  in
each  Sub-Account  by the net asset value of the applicable  share  of  the
Eligible Fund.  The person having the voting interest after the Income Date
under  an annuity payment option shall be the payee.  The number of  shares
held  in  the  Variable Account which are attributable  to  each  payee  is
determined  by  dividing the reserve for the annuity payments  by  the  net
asset  value  of one share.  During the annuity payment period,  the  votes
attributable  to a payee decrease as the reserves underlying  the  payments
decrease.

The  number  of  shares  in which a person has a voting  interest  will  be
determined  as  of  the date coincident with the date  established  by  the
respective Eligible Fund for determining shareholders eligible to  vote  at
the  meeting  of  the  Fund and voting instructions will  be  solicited  by
written  communication  prior  to  such  meeting  in  accordance  with  the
procedures established by the Eligible Fund.

Each person having the voting interest in the Variable Account will receive
periodic reports relating to the Eligible Fund(s) in which he or she has an
interest,  proxy  material  and  a form with  which  to  give  such  voting
instructions  with  respect to the proportion of the Eligible  Fund  shares
held  in the Variable Account corresponding to his or her interest  in  the
Variable Account.

                         SALES OF THE CERTIFICATES

Keyport   Financial  Services  Corp.  ("KFSC")  serves  as  the   Principal
Underwriter  for  the  Certificate  described  in  this  prospectus.    The
Certificate  will  be  sold  by salespersons  who  represent  Liberty  Life
Assurance  Company  of Boston, an affiliate of KFSC,  as  variable  annuity
agents  and who are registered representatives of broker/dealers  who  have
entered  into distribution agreements with KFSC.  KFSC is registered  under
the  Securities  Exchange  Act of 1934 and is  a  member  of  the  National
Association of Securities Dealers, Inc.  It is located at 125 High  Street,
Boston, Massachusetts 02110.

   
Different Certificates may be sold with lower or no dealer compensation (1)
to a person who is an officer, director, or employee of Liberty Life, or an
affiliate  of  Liberty Life, a trustee or officer of an Eligible  Fund,  an
employee of the investment adviser or sub-investment adviser of an Eligible
Fund,  or  an employee or associated person of an entity which has  entered
into  a sales agreement with the Principal Underwriter for the distribution
of  Certificates,  or  (2) to any Qualified Plan  established  for  such  a
person.   Such Certificates may be different from the Certificates sold  to
others  in  that  (1)  they  are  not subject  to  the  deduction  for  the
Certificate  Maintenance  Charge,  the  asset-based  Sales  charge  or  the
Contingent Deferred Sales Charge and (2) they have a Mortality and  Expense
Risk Charge of 0.35% per year.

Certificates may be sold with lower or no dealer compensation as part of an
exchange program for other variable annuity contracts previously issued  by
Liberty Life ("Old VA"). Such a Certificate will be issued with an exchange
endorsement.  One effect of the endorsement is that no Contingent  Deferred
Sales  Charge will be assessed under the Old VA at the time of the exchange
and  that any Contingent Deferred Charge assessed under the Certificate  in
relation to the initial Purchase Payment (i.e., the amount exchanged)  will
be  calculated based on the actual time of each purchase payment under  the
Old  VA. The endorsement also provides that the refund amount described  in
"Right to Revoke" will not be made if the Certificate is returned. Instead,
Liberty  Life will return the Old VA to the owner and treat  it  as  if  no
exchange had occurred. See "Recent Developments".
    

                             LEGAL PROCEEDINGS

There  are  no  legal  proceedings to which the  Variable  Account  or  the
Principal  Underwriter  are a party.  Liberty Life is  engaged  in  various
kinds  of  routine  litigation which in its judgment  is  not  of  material
importance in relation to the total capital and surplus of Liberty Life.

                      INQUIRIES BY CERTIFICATE OWNERS

Certificate  Owners  with  questions about  their  Certificates  may  write
Liberty  Life  Service Office, 125 High Street, Boston, MA 02110,  or  call
(800) 367-3653.

           TABLE OF CONTENTS-STATEMENT OF ADDITIONAL INFORMATION

                                                             Page
Liberty Life Assurance Company of Boston                        2
Variable Annuity Benefits                                       2
  Variable Annuity Payment Values                               2
  Re-Allocating Sub-Account Payments                            4
Safekeeping of Assets                                           4
Principal Underwriter                                           4
Experts                                                         4
Investment Performance                                          5
   
  Average Annual Total Return for a Certificate that is
    Surrendered
  Change in Accumulation Unit Value
  Yields for Stein Roe Money Market Sub-Account                 6
Financial Statements                                            7
  Liberty Life Assurance Company of Boston                      9
  Variable Account J
    

                                APPENDIX A
                                     
 THE FIXED ACCOUNT (ALSO KNOWN AS THE MODIFIED GUARANTEED ANNUITY ACCOUNT)
                                     
                               Introduction
                                     
This  Appendix  describes  the Fixed Account  option  available  under  the
Certificate.

FIXED  ACCOUNT VALUES PROVIDED BY THE CERTIFICATE ARE SUBJECT TO  A  MARKET
VALUE  ADJUSTMENT, THE OPERATION OF WHICH MAY RESULT IN UPWARD OR  DOWNWARD
ADJUSTMENTS IN AMOUNTS TRANSFERRED AND AMOUNTS PAID (INCLUDING WITHDRAWALS,
SURRENDERS,  DEATH  BENEFITS,  AND  AMOUNTS  APPLIED  TO  PURCHASE  ANNUITY
PAYMENTS)  TO  A  CERTIFICATE OWNER OR OTHER PAYEE. IN NO  EVENT  WILL  THE
DOWNWARD MARKET VALUE ADJUSTMENT ELIMINATE INTEREST AT THE RATE OF  3%  PER
YEAR  APPLIED TO THE AMOUNT ALLOCATED TO A GUARANTEED PERIOD. PAYMENTS MADE
FROM  FIXED  ACCOUNT VALUES AT THE END OF THEIR GUARANTEE  PERIOD  ARE  NOT
SUBJECT TO THE MARKET VALUE ADJUSTMENT.

Purchase  Payments  allocated to the Fixed Account option  become  part  of
Liberty  Life's  general  account.  Because  of  applicable  exemptive  and
exclusionary  provisions, interests in the Fixed Account options  have  not
been  registered under the Securities Act of 1933 ("1933 Act"), nor is  the
general  account  an investment company under the Investment  Company  Act.
Accordingly, neither the general account, the Fixed Account option, nor any
interest  therein,  is subject to regulation under  the  1933  Act  or  the
Investment  Company Act.  Liberty Life understands that the Securities  and
Exchange  Commission  has  not reviewed the disclosure  in  the  prospectus
relating to the general account and the Fixed Account option.

       Investments in the Fixed Account and Capital Protection Plus

   
Purchase Payments will be allocated to the Fixed Account in accordance with
the  selection  made  by  the Certificate Owner in  the  application.   Any
selection must specify that percentage of the Purchase Payment that  is  to
be   allocated  to  each  Guarantee  Period  of  the  Fixed  Account.   The
percentage, if not zero, must be at least 10%.  The Certificate  Owner  may
change  the  allocation percentages without fee, penalty or  other  charge.
Allocation  changes must be made by Written Request unless the  Certificate
Owner  has  by Written Request authorized Liberty Life to accept  telephone
allocation instructions from the Certificate Owner.  By authorizing Liberty
Life to accept telephone changes, a Certificate Owner agrees to accept  and
be  bound by the conditions and procedures established by Liberty Life from
time to time.  The current conditions and procedures are in Appendix B  and
Certificate  Owners authorizing telephone allocation instructions  will  be
notified, in advance, of any changes.
    

Liberty  Life currently offers Guarantee Periods of 1, 3, 5, and  7  years.
Liberty  Life  may  change at any time the number of Guarantee  Periods  it
offers  under newly-issued and in-force Certificates, as well as the length
of  those  Guarantee Periods.  If Liberty Life stops offering a  particular
Guarantee  Period,  existing Fixed Account Value in such  Guarantee  Period
would  not be affected until the end of the Period (at that time, a  Period
of  the same length would not be a transfer option).  Each Guarantee Period
currently offered is available for initial and subsequent Purchase Payments
and for transfers of Certificate Value.

Liberty  Life  offers a Capital Protection Plus program that a  Certificate
Owner may request.  Under this program, Liberty Life will allocate part  of
the  Purchase  Payment to the Guarantee Period selected by the  Certificate
Owner so that such part, based on that Guarantee Period's interest rate  in
effect  on  the date of allocation, will equal at the end of the  Guarantee
Period the total Purchase Payment. The rest of the Purchase Payment will be
allocated  to  the  Sub-Account(s) of the Variable  Account  based  on  the
Certificate Owner's allocation.  If any part of the Fixed Account Value  is
surrendered  or  transferred before the end of the  Guarantee  Period,  the
Value  at  the  end  of  that Period will not equal the  original  Purchase
Payment amount.

For  an example of Capital Protection Plus, assume Liberty Life receives  a
Purchase Payment of $10,000 when the interest rate for the 7-year Guarantee
Period  is  6.75%  per  year.  Liberty Life will allocate  $6,331  to  that
Guarantee  Period  because $6,331 will increase at that  interest  rate  to
$10,000  after  7  years.   The remaining $3,669 of  the  payment  will  be
allocated to the Sub-Account(s) selected by the Certificate Owner.

                            Fixed Account Value

The Fixed Account Value at any time is equal to:

(a)   all Purchase Payments allocated to the Fixed Account plus the
      interest subsequently  credited on those payments; plus

(b)   any Variable Account Value transferred to the Fixed Account plus the
      interest subsequently credited on the transferred value; less

(c)   any prior partial withdrawals from the Fixed Account, including any
      charges therefor; less

(d)   any Fixed Account Value transferred to the Variable Account.

                             Interest Credits

Liberty  Life  will  credit interest daily (based  on  an  annual  compound
interest rate) to Purchase Payments allocated to the Fixed Account at rates
declared  by Liberty Life for Guarantee Periods of one or more  years  from
the  month and day of allocation.  Any rate set by Liberty Life will be  at
least 3% per year.

Liberty Life's method of crediting interest means that Fixed Account  Value
might  be  subject  to  different  rates  for  each  Guarantee  Period  the
Certificate Owner has selected in the Fixed Account.  For purposes of  this
section, Variable Account Value transferred to the Fixed Account and  Fixed
Account  Value renewed for another Guarantee Period shall be treated  as  a
Purchase Payment allocation.

                  Application of Market Value Adjustment

Any surrender, withdrawal, transfer, or application to an Annuity Option of
Fixed  Account  Value from a Guarantee Period of three  years  or  more  is
subject  to  a  limited Market Value Adjustment, unless: (1) the  effective
date  of the transaction is at the end of the Guarantee Period; or (2)  the
effective date of a surrender is within 90 days of the date of death of the
first Covered Person to die.

If  a  Market  Value  Adjustment  applies to  either  a  surrender  or  the
application to an Annuity Option, then any negative Market Value Adjustment
amount  will be deducted from the Certificate Value and any positive Market
Value Adjustment amount will be added to the Certificate Value. If a Market
Value Adjustment applies to either a partial withdrawal or a transfer, then
any  negative  Market  Value Adjustment amount will be  deducted  from  the
partial  withdrawal  or  transfer amount after the withdrawal  or  transfer
amount  has  been deducted from the Fixed Account Value, and  any  positive
Market Value Adjustment amount will be added to the applicable amount after
it has been deducted from the Fixed Account Value.

No Market Value Adjustment is ever applicable to Guarantee Periods of fewer
than three years.

                     Effect of Market Value Adjustment

A  Market  Value  Adjustment  reflects the  change  in  prevailing  current
interest rates since the beginning of a Guarantee Period. The Market  Value
Adjustment may be positive or negative, but any negative Adjustment may  be
limited in amount (see Market Value Adjustment Factor below).

Generally, if the Treasury Rate for the Guarantee Period is lower than  the
Treasury  Rate for a new Guarantee Period with a length equal to  the  time
remaining  in  the Guarantee Period, then the application  of  the  limited
Market  Value  Adjustment will result in a reduction of  the  amount  being
surrendered, withdrawn, transferred, or applied to an Annuity Option.

Similarly, if the Treasury Rate for the Guarantee Period is higher than the
Treasury  Rate for a new Guarantee Period with a length equal to  the  time
remaining in the Guarantee Period, then the application of the Market Value
Adjustment  will  result  in an increase in the amount  being  surrendered,
withdrawn, transferred, or applied to an Annuity Option.

The  Market  Value Adjustment will be applied before the deduction  of  any
applicable surrender charges or applicable taxes.

                      Market Value Adjustment Factor

The  Market  Value Adjustment is computed by multiplying the  amount  being
surrendered, withdrawn, transferred, or applied to a Payment Option, by the
Market  Value  Adjustment  Factor. The Market Value  Adjustment  Factor  is
calculated as the larger  of Formula (1) or (2):

(1)  (1+a)/(1+b)(n/12) - 1

where:

"a"  is  the Treasury Rate for the number of Guarantee Period Years in  the
Guarantee Period;

"b"  is the Treasury Rate for a period equal to the time remaining (rounded
up to the next whole number of Guarantee Period Years) to the expiration of
the Guarantee Period; and

"n"  is the number of complete Guarantee Period Months remaining before the
expiration of the Guarantee Period.

(2)  (1.03)/(1+i)(y+d/#) - 1

where:

"i" is the Guaranteed Interest Rate for the Guarantee Period;

   
"y" is the number of complete Guarantee Period Years that have elapsed in Your
Guarantee Period;
    

"d"  is the number of days since the last Guarantee Period Anniversary  or,
if "y" is zero, the number of days since the start of the Guarantee Period;
and

"#"  is the number of days in the current Guarantee Period Year (i.e.,  the
sum  of  "d"  and  the  number  of days until  the  next  Guarantee  Period
Anniversary).

In  Formulas  (1)  and (2), all references to Guarantee  Period,  Guarantee
Period  Anniversary,  Guarantee Period Month,  and  Guarantee  Period  Year
relate  to the Guarantee Period from which is being taken the amount  being
surrendered, withdrawn, transferred, or applied to an Annuity Option.

As  stated  above, the Formula (2) amount will apply only if it is  greater
than  the  Formula (1) amount. This will occur only when  the  Formula  (1)
amount is negative and the Formula (2) amount is a smaller negative number.
Formula  (2)  thus  ensures  that  a full (normal)  negative  Market  Value
Adjustment  of  Formula (1) will not apply to the extent it would  decrease
the  Guarantee  Period's Fixed Account Value (before the deduction  of  any
applicable  surrender charges or any applicable taxes) below the  following
amount:

    (a)  the amount allocated to the Guarantee Period; less
    (b)  any prior systematic or partial withdrawal amounts; less
    (c)  any prior amounts transferred to the Variable Account or to
         another Guarantee Period in the Fixed Account; plus
    (d)  interest on the above items (a) through (c) credited annually at a
         rate of 3% per year.

                              Treasury Rates

   
The  Treasury  Rate  for a Guarantee Period is the  interest  rate  in  the
Treasury  Constant  Maturity Series, as published by  the  Federal  Reserve
Board, for a maturity equal to the number of years specified in "a" and "b"
in  Formula (1) above. Weekly Series are published at the beginning of  the
following week. To determine "a", Liberty Life uses the weekly Series first
published on or after the most recent Determination Date which occurs on or
before  the Start Date for the Guarantee Period, except that if  the  Start
Date  is the same as the Determination Date or the date of publication,  or
any  date  in  between, Liberty Life instead uses the weekly  Series  first
published  after  the prior Determination Date. To determine  "b",  Liberty
Life  uses  the Weekly Series first published on or after the  most  recent
Determination Date which occurs on or before the date on which  the  Market
Value Adjustment Factor is calculated, except that if the calculation  date
is  the  same as the Determination Date or the date of publication, or  any
date  in  between,  Liberty  Life instead  uses  the  weekly  Series  first
published  after the prior Determination Date. The Determination Dates  are
the  last  business day prior to the first and fifteenth of  each  calendar
month.
    

If  the  number of years specified in "a" or "b" is not equal to a maturity
in  the  Treasury  Constant  Maturity Series, the  Treasury  Rate  will  be
determined by straight line interpolation between the interest rates of the
next highest and next lowest maturities.

If  the Treasury Constant Maturity Series becomes unavailable, Liberty Life
will  adopt  a comparable constant maturity index or, if such a  comparable
index also is not available, Liberty Life will replicate calculation of the
Treasury  Constant  Maturity Series Index based on U.S.  Treasury  Security
coupon rates.

                         End of A Guarantee Period

Liberty  Life will notify a Certificate Owner in writing at least  30  days
prior to the end of a Guarantee Period. At the end of the Guarantee Period,
Liberty  Life  will  automatically transfer the  Guarantee  Period's  Fixed
Account  Value  to  the  Money Market Sub-Account of the  Variable  Account
unless  Liberty  Life  previously received a  Certificate  Owner's  Written
Request of: (1)  election of a new Guarantee Period from among those  being
offered  by Liberty Life at that time; or (2) instructions to transfer  the
ending  Guarantee Period's Fixed Account Value to one or more  Sub-accounts
of  the Variable Account. A new Guarantee Period cannot be longer than  the
number of years remaining until the Income Date.

                     Transfers of Fixed Account Value

The  Certificate Owner may transfer Fixed Account Value from one  Guarantee
Period  to  another or to one or more Sub-Accounts of the Variable  Account
subject  to  any applicable Market Value Adjustment. If the  Fixed  Account
Value  represents  multiple Guarantee Periods, the  transfer  request  must
specify from which values the transfer is to be made.

   
The  Certificate allows Liberty Life to limit the number of transfers  that
can  be  made  in  a  specified time period.  Currently,  Liberty  Life  is
limiting   Variable  Account  and  Fixed  Account  transfers  to  generally
unlimited  transfers per calendar year with a $500,000 per transfer  dollar
limit.  See "Transfer of Variable Account Value". Transfers from the  Fixed
Account  to  the Variable Account at limited to 110% of the  Fixed  Account
Value  at  the beginning of the Certificate Year. This limitation  will  be
waived  if  a Systematic Withdrawal Program is in effect. These limitations
will  not  apply  to  any transfer made at the end of a  Guarantee  Period.
Certificate  Owners  will  be notified, in advance,  of  a  change  in  the
limitation on the number of transfers.
    

Transfer  requests must be by Written Request unless the Certificate  Owner
has authorized Liberty Life by Written Request to accept telephone transfer
instructions  from the Certificate Owner or from a person  acting  for  the
Certificate  Owner as an attorney-in-fact under a power  of  attorney.   By
authorizing  Liberty  Life  to accept telephone  transfer  instructions,  a
Certificate  Owner  agrees to accept and be bound  by  the  conditions  and
procedures  established by Liberty Life from time  to  time.   The  current
conditions  and  procedures  are  in  Appendix  B  and  Certificate  Owners
authorizing  telephone  transfers will be  notified,  in  advance,  of  any
changes.  Written transfer requests may be made by a person acting for  the
Certificate Owner as an attorney-in-fact under a power of attorney.

Transfer  requests received by Liberty Life before the close of trading  on
the  New  York  Stock  Exchange (currently 4:00 PM Eastern  Time)  will  be
executed  at  the close of business that day.  Any requests received  later
will be executed at the close of the next business day.

The  amount of the transfer will be deducted from the specified  values  in
the manner stated in the next section below.

If  100%  of  a  Guarantee Period's value is transferred  and  the  current
allocation for Purchase Payments includes that Guarantee Period,  then  the
allocation  formula for future Purchase Payments will automatically  change
unless  the  Certificate Owner instructs otherwise.  For  example,  if  the
allocation formula is 50% to the one-year Guarantee Period and 50% to  Sub-
Account A and all Fixed Account Value is transferred to Sub-Account A,  the
allocation formula will change to 100% to Sub-Account A.
                                APPENDIX B
                                     
                          TELEPHONE INSTRUCTIONS
                                     
                 Telephone Transfers of Certificate Values
                                     
1.    If  there  are Joint Certificate Owners, both must authorize  Liberty
Life to accept telephone instructions but either Certificate Owner may give
Liberty Life telephone instructions.

2.    All  callers will be required to identify themselves.   Liberty  Life
reserves  the  right  to refuse to act upon any telephone  instructions  in
cases  where the caller has not sufficiently identified himself/herself  to
Liberty Life's satisfaction.

3.    Neither  Liberty Life nor any person acting on its  behalf  shall  be
subject to any claim, loss, liability, cost or expense if it or such person
acted  in  good faith upon a telephone instruction, including one  that  is
unauthorized  or  fraudulent; however, Liberty Life will employ  reasonable
procedures  to  confirm that a telephone instruction  is  genuine  and,  if
Liberty  Life  does not, Liberty Life may be liable for losses  due  to  an
unauthorized or fraudulent instruction.  The Certificate Owner  thus  bears
the  risk  that an unauthorized or fraudulent instruction that is  executed
may  cause  the  Certificate Value to be lower than  it  would  be  had  no
instruction been executed.

4.    All conversations will be recorded with disclosure at the time of the
call.

5.    The application for the Certificate may allow a Certificate Owner  to
create  a power of attorney by authorizing another person to give telephone
instructions.  Unless prohibited by state law, such power will  be  treated
as  durable  in  nature  and  shall  not  be  affected  by  the  subsequent
incapacity,  disability or incompetency of the Certificate  Owner.   Either
Liberty  Life  or  the authorized person may cease to honor  the  power  by
sending  written notice to the Certificate Owner at the Certificate Owner's
last  known  address.  Neither Liberty Life nor any person  acting  on  its
behalf  shall  be subject to liability for any act executed in  good  faith
reliance upon a power of attorney.

6.   Telephone authorization shall continue in force until (a) Liberty Life
receives  the  Certificate  Owner's written revocation,  (b)  Liberty  Life
discontinues  the privilege, or (c) Liberty Life receives written  evidence
that  the  Certificate  Owner has entered into a  market  timing  or  asset
allocation agreement with an investment adviser or with a broker/dealer.

   
7.    Telephone transfer instructions received by Liberty Life at  800-367-
3653  before the close of trading on the New York Stock Exchange (currently
4:00  P.M. Eastern Time) will be initiated that day based on the unit value
prices  calculated at the close of that day.  Instructions  received  after
the  close of trading on the NYSE will be initiated the following  business
day.
    

8.    Once  instructions  are accepted by Liberty Life,  they  may  not  be
canceled.

9.    All  transfers  must  be made in accordance with  the  terms  of  the
Certificate and current prospectus.  If the transfer instructions  are  not
in  good order, Liberty Life will not execute the transfer and will  notify
the caller within 48 hours.

10.    If 100% of any Sub-Account's value is transferred and the allocation
formula   for  Purchase  Payments  includes  that  Sub-Account,  then   the
allocation  formula  for future Purchase Payments will  change  accordingly
unless  Liberty Life receives telephone instructions to the contrary.   For
example, if the allocation formula is 50% to Sub-Account A and 50% to  Sub-
Account B and all of Sub-Account A's value is transferred to Sub-Account B,
the  allocation formula will change to 100% to Sub-Account B unless Liberty
Life is instructed otherwise.


       Telephone Changes to Purchase Payment Allocation Percentages
                                     
                     Numbers 1-6 above are applicable.



   


    

                                  PART B

                    STATEMENT OF ADDITIONAL INFORMATION
                                     
                      GROUP FLEXIBLE PURCHASE PAYMENT
                    DEFERRED VARIABLE ANNUITY CONTRACT
                                 ISSUED BY
                            VARIABLE ACCOUNT J
                                    OF
         LIBERTY LIFE ASSURANCE COMPANY OF BOSTON ("Liberty Life")



   
This Statement of Additional Information (SAI) is not a prospectus but it
relates to, and should be read in conjunction with, the Liberty Advisor
variable annuity prospectus dated May 1, 1998.  The prospectus is
available, at no charge, by writing Liberty Life at 125 High Street,
Boston, MA 02110 or by calling (800) 437-4466.
    


                             TABLE OF CONTENTS

                                                                     Page

Liberty Life Assurance Company of Boston................................2
Variable Annuity Benefits...............................................2
  Variable Annuity Payment Values.......................................2
  Re-Allocating Sub-Account Payments....................................4
Safekeeping of Assets...................................................4
Principal Underwriter...................................................4
Experts.................................................................4
Investment Performance..................................................5
   
  Average Annual Total Return for a Certificate that is Surrendered.....
  Change in Accumulation Unit Value.....................................
    
  Yields for Stein Roe Money Market Sub-Account.........................6
Financial Statements....................................................7
  Liberty Life Assurance Company of Boston..............................9
   
  Variable Account J....................................................


   The date of this statement of additional information is May 1, 1998.
    

                 LIBERTY LIFE ASSURANCE COMPANY OF BOSTON

Liberty Mutual Insurance Company ("Liberty Mutual") and Liberty Mutual Fire
Insurance Company ("Liberty Mutual Fire") are the ultimate corporate
parents of Liberty Life. Liberty Mutual and Liberty Mutual Fire ultimately
control Liberty Life through the following intervening holding company
subsidiary: Liberty Mutual Property-Casualty Holding Corporation. Liberty
Mutual is a multi-line insurance company. For additional information about
Liberty Life, see page 8 of the prospectus.

                         VARIABLE ANNUITY BENEFITS

Variable Annuity Payment Values

    For each variable payment option, the total dollar amount of each
periodic payment will be equal to: (a) the sum of all Sub-Account payments;
less (b) the pro-rata amount of the annual Certificate Maintenance Charge.

    The first payment for each Sub-Account will be determined by deducting
any applicable Certificate Maintenance Charge and any applicable state
premium taxes and then dividing the remaining value of that Sub-Account by
$1,000 and multiplying the result by the greater of: (a) the applicable
factor from the Certificate's annuity table for the particular payment
option; or (b) the factor currently offered by Liberty Life  at the time
annuity payments begin.  This current factor may be based on the sex of the
payee unless to do so would be prohibited by law.

    The number of Annuity Units for each Sub-Account will be determined by
dividing such first payment by the Sub-Account Annuity Unit value for the
Valuation Period that includes the date of the first payment.  The number
of Annuity Units remains fixed for the annuity payment period.  Each
Sub-Account payment after the first one will be determined by multiplying
(a) by (b), where: (a) is the number of Sub-Account Annuity Units; and (b)
is the Sub-Account Annuity Unit value for the Valuation Period that
includes the date of the particular payment.

    Variable annuity payments will fluctuate in accordance with the
investment results of the underlying Eligible Funds.  In order to determine
how these fluctuations affect annuity payments, Liberty Life  uses an
Annuity Unit value.  Each Sub-Account has its own Annuity Units and value
per Unit.  The Annuity Unit value applicable during any Valuation Period is
determined at the end of such period.

    When Liberty Life  first purchased Eligible Fund shares on behalf of
the Variable Account, Liberty Life  valued each Annuity Unit for each Sub-
Account at a specified dollar amount. The Unit value for each Sub-Account
in any Valuation Period thereafter is determined by multiplying the value
for the prior period by a net investment factor.  This factor may be
greater or less than 1.0; therefore, the Annuity Unit may increase or
decrease from Valuation Period to Valuation Period.  For each assumed
annual investment rate (AIR), Liberty Life  calculates a net investment
factor for each Sub-Account by dividing (a) by (b), where:

    (a)  is equal to the net investment factor as defined in the prospectus
         without any deduction for the sales charge defined in (c)(ii) of
         the net investment factor formula; and

    (b)  is the assumed investment factor for the current Valuation Period.
         The assumed investment factor adjusts for the interest assumed in
          determining the first variable annuity payment. Such  factor  for
any
          Valuation  Period shall be the accumulated value, at the  end  of
such
         period, of $1.00 deposited at the beginning of such period at the
         assumed annual investment rate (AIR).  The AIR for Annuity Units
          based on the Certificate's annuity tables is 5% per year. An  AIR
of
         3% per year is also currently available upon Written Request.

    With a particular AIR, payments after the first one will increase or
decrease from month to month based on whether the actual annualized
investment return of the selected Sub-Account(s) (after deducting the
Mortality and Expense Risk Charge) is better or worse than the assumed AIR
percentage.  If a given amount of Sub-Account value is applied to a
particular payment option, the initial payment will be smaller if a 3% AIR
is selected instead of a 5% AIR but, all other things being equal, the
subsequent 3% AIR payments have the potential for increasing in amount by a
larger percentage and for decreasing in amount by a smaller percentage.
For example, consider what would happen if the actual annualized investment
return (see the first sentence of this paragraph) is 9%, 5%, 3%, or 0%
between the time of the first and second payments.  With an actual 9%
return, the 3% AIR and 5% AIR payments would both increase in amount but
the 3% AIR payment would increase by a larger percentage.  With an actual
5% return, the 3% AIR payment would increase in amount while the 5% AIR
payment would stay the same.  With an actual return of 3%, the 3% AIR
payment would stay the same while the 5% AIR payment would decrease in
amount.  Finally, with an actual return of 0%, the 3% AIR and 5% AIR
payments would both decrease in amount but the 3% AIR payment would
decrease by a smaller percentage.  Note that the changes in payment amounts
described above are on a percentage basis and thus do not illustrate when,
if ever, the 3% AIR payment amount might become larger than the 5% AIR
payment amount.  Note though that if Option A (Income for a Fixed Number of
Years) is selected and payments continue for the entire period, the 3% AIR
payment amount will start out being smaller than the 5% AIR payment amount
but eventually the 3% AIR payment amount will become larger than the 5% AIR
payment amount.

Re-Allocating Sub-Account Payments

    The number of Annuity Units for each Sub-Account under any variable
annuity option will remain fixed during the entire annuity payment period
unless the payee makes a written request for a change.  Currently, a payee
can instruct Liberty Life  to change the Sub-Account(s) used to determine
the amount of the variable annuity payments 1 time every 12 months.  The
payee's request must specify the percentage of the annuity payment that is
to be based on the investment performance of each Sub-Account.  The
percentage for each Sub-Account, if not zero, must be at least 5% and must
be a whole number.  At the end of the Valuation Period during which Liberty
Life  receives the request, Liberty Life  will: (a) value the Annuity Units
for each Sub-Account to create a total annuity value; (b) apply the new
percentages the payee has selected to this total value; and (c) recompute
the number of Annuity Units for each Sub-Account.  This new number of units
will remain fixed for the remainder of the payment period unless the payee
requests another change.

                           SAFEKEEPING OF ASSETS

    Liberty Life is responsible for the safekeeping of the assets of the
Variable Account.

    Liberty Life has responsibility for providing all administration of the
Certificates and the Variable Account. This administration includes, but is
not limited to, preparation of the Contracts and Certificates, maintenance
of Certificate Owners' records, and all accounting, valuation, regulatory
and reporting requirements. Liberty Life has contracted with Keyport Life
Insurance Company, an affiliate, to provide all administration for the
Contracts and Certificates, as its agent. Keyport Life Insurance Company's
compensation is based on the number of Certificates and on the Certificate
Value of these Certificates.

                           PRINCIPAL UNDERWRITER

    The Contract and Certificate, which are offered continuously, are
distributed by Keyport Financial Services Corp. ("KFSC"), which is an
affiliate of Liberty Life.

                                  EXPERTS

   
    The financial statements of Liberty Life Assurance Company of Boston at
December 31, 1997, and for each of the years in the two-year period then
ended, and the financial statements of Liberty Life Assurance Company-
Variable Account J as of December 31, 1997 appearing in this Statement of
Additional Information have been audited by Ernst & Young LLP, independent
auditors, as set forth in their report thereon appearing elsewhere herein,
and are included in reliance upon such report given upon the authority of
such firm as experts in accounting and auditing.

    The financial statements of Liberty Life Assurance Company of Boston as
of December 31, 1995 and for the year ended December 31, 1995 have been
included herein in reliance on the report of KPMG Peat Marwick LLP,
independent certified public accountants, and upon the authority of said
firm as experts in accounting and auditing.
    

                          INVESTMENT PERFORMANCE

    The Variable Account may from time to time quote performance
information concerning its various Sub-Accounts.  A Sub-Account's
performance may also be compared to the performance of sub-accounts used
with variable annuities offered by other insurance companies.  This
comparative information may be expressed as a ranking prepared by Financial
Planning Resources, Inc. of Miami, FL (The VARDS Report), Lipper Analytical
Services, Inc., or by Morningstar, Inc. of Chicago, IL (Morningstar's
Variable Annuity Performance Report), which are independent services that
compare the performance of variable annuity sub-accounts.  The rankings are
done on the basis of changes in accumulation unit values over time and do
not take into account any charges (such as sales charges or administrative
charges) that are deducted directly from contract values.

   
    Ibbotson Associates of Chicago, IL provides historical returns from
1926 on capital markets in the United States.  The Variable Account may
quote the performance of its Sub-Accounts in conjunction with the long-term
performance of capital markets in order to illustrate general long-term
risk versus reward investment scenarios.  Capital markets tracked by
Ibbotson Associates include common stocks, small company stocks, long-term
corporate bonds, long-term government bonds, U.S. Treasury Bills, and the
U.S. inflation rate.  Historical total returns are determined by Ibbotson
Associates for:  Common Stocks, represented by the Standard and Poor's
Composite Stock Price Index (an unmanaged weighted index of 90 stocks prior
to March 1957 and 500 stocks thereafter of industrial, transportation,
utility and financial companies widely regarded by investors as
representative of the stock market); Small Company Stocks, represented by
the fifth capitalization quintile (i.e., the ninth and tenth deciles) of
stocks on the New York Stock Exchange for 1926-1981 and by the performance
of the Dimensional Fund Advisors Small Company 9/10 (for ninth and tenth
deciles) Fund thereafter; Long Term Corporate Bonds, represented beginning
in 1969 by the Salomon Brothers Long-Term High-Grade Corporate Bond Index,
which is an unmanaged index of nearly all Aaa and Aa rated bonds,
represented for 1946-1968 by backdating the Salomon Brothers Index using
Salomon Brothers' monthly yield data with a methodology similar to that
used by Salomon Brothers in computing its Index, and represented for 1925-
1945 through the use of the Standard and Poor's monthly High-Grade
Corporate Composite yield data, assuming a 4% coupon and a 20-year
maturity; Long-Term Government Bonds, measured each year using a portfolio
containing one U.S. government bond with a term of approximately twenty
years and a reasonably current coupon; U.S. Treasury Bills, measured by
rolling over each month a one-bill portfolio containing, at the beginning
of each month, the shortest-term bill having not less than one month to
maturity; Inflation, measured by the Consumer Price Index for all Urban
Consumers, not seasonably adjusted, since January, 1978 and by the Consumer
Price Index before then.  The stock capital markets may be contrasted with
the corporate bond and U.S. government securities capital markets.  Unlike
an investment in stock, an investment in a bond that is held to maturity
provides a fixed rate of return.  Bonds have a senior priority to common
stocks in the event the issuer is liquidated and interest on bonds is
generally paid by the issuer before it makes any distributions to common
stock owners.  Bonds rated in the two highest rating categories are
considered high quality and present minimal risk of default.  An additional
advantage of investing in U.S. government bonds and Treasury bills is that
they are backed by the full faith and credit of the U.S. government and
thus have virtually no risk of default.  Although government securities
fluctuate in price, they are highly liquid.

Average Annual Total Return for a Certificate that is Surrendered

The tables below provide performance results for each Sub-Account through
December 31, 1997. The results shown in this section are not an estimate or
guarantee of future investment performance, and do not represent the actual
experience of amounts invested by a particular Certificate Owner.

The following tables were calculated using the method prescribed by the
Securities and Exchange Commission. They illustrate each Sub-Account's
average annual total return over the periods shown assuming a single $1,000
initial purchase payment and the surrender of the Certificate at the end of
each period. The Sub-Account's average annual total return is the annual
rate that would be necessary to achieve the ending value of an investment
kept in the Sub-Account for the period specified. The first table uses the
inception date of the Certificate's Sub-Accounts while the second table
assumes the Certificate was available prior to that date on the Funds'
inception date.

Each calculation assumes that the $1,000 initial purchase payment was
allocated to only one Sub-Account and no transfers or additional purchase
payments were made. The rate of return reflects all charges assessed
against a Certificate and the Sub-Account except for any premium taxes that
may be payable. The charges reflected are: a Contingent Deferred Sales
Charge that applies when the hypothetical Certificate is surrendered; the
annual 1.25% Mortality and Expense Risk Charge; the annual 0.15% sales
charge; and, on an allocated basis, the Certificate's Certificate
Maintenance Charge that is deducted at the end of each year and upon
surrender. The Contingent Deferred Sales Charge used in the calculations
for a particular Sub-Account is equal to the percentage charge in effect at
the end of the period multiplied by the assumed $1,000 payment. The
percentage charge declines from 7% to 1% over 7 years by 1% per year.

                                      Average Annual Total Return for a
                                     Certificate Surrendered on 12/31/97
                                    Hypothetical $1,000 Purchase Payment*

                                       Length of Investment Period

                                One   Three  Five   Ten   Since Sub-Account
Sub-Account                     Year  Years  Years  Years Inception Shown**
Alger Growth                     N/A   N/A    N/A   N/A   -9.24%(7/30/97)
Alger Small Cap                  N/A   N/A    N/A   N/A   -7.04 (7/30/97)
Alliance Global Bond             N/A   N/A    N/A   N/A   -4.92 (7/30/97)
Alliance Premier Growth          N/A   N/A    N/A   N/A   -7.63 (7/30/97)
Colonial Growth and Income       N/A   N/A    N/A   N/A   -2.15 (7/30/97)
Colonial Int'l Fund for Growth   N/A   N/A    N/A   N/A  -21.75 (7/30/97)
Colonial Strategic Income        N/A   N/A    N/A   N/A   -4.38 (7/30/97)
Colonial U. S. Stock             N/A   N/A    N/A   N/A   -4.57 (7/30/97)
Liberty All-Star Equity          N/A   N/A    N/A   N/A   -6.37 (11/15/97)
Newport Tiger                    N/A   N/A    N/A   N/A  -39.47 (7/30/97)
Stein Roe Global Utilities       N/A   N/A    N/A   N/A   10.56 (7/30/97)
MFS Emerging Growth              N/A   N/A    N/A   N/A   -6.71 (7/30/97)
MFS Research                     N/A   N/A    N/A   N/A   -8.87 (7/30/97)
Stein Roe Balanced               N/A   N/A    N/A   N/A   -6.14 (7/30/97)
Stein Roe Growth Stock           N/A   N/A    N/A   N/A   -4.84 (7/30/97)
Stein Roe Mortgage Securities    N/A   N/A    N/A   N/A   -4.13 (7/30/97)
Stein Roe Special Venture        N/A   N/A    N/A   N/A  -11.81 (7/30/97)

* Fund expenses in excess of defined amounts were reimbursed during one or
more calendar years for all Funds except Colonial Int'l Fund for Growth,
Newport Tiger and Stein Roe Balanced. Without this expense reimbursement
any return percentages shown that include these calendar years would be
lower. See footnote 5 on page 6 of the prospectus for the expense
reimbursement percentages currently applicable to all of the Funds.

** Non-annualized total returns are shown since these Sub-Accounts have
been in existence for less than one year.

                                      Average Annual Total Return for a
                                     Certificate Surrendered on 12/31/97
                                    Hypothetical $1,000 Purchase Payment*

                                       Length of Investment Period

                                One   Three  Five   Ten      Since Fund
Sub-Account                     Year  Years  Years  Years  Inception Shown
Alger Growth                   18.01% 22.18% 17.43% N/A   17.76%(1/1/89)
Alger Small Cap                 3.85  16.13  10.84  N/A   17.58 (9/21/88)
Alliance Global Bond           -6.68   7.41   5.25  N/A    6.32 (7/15/91)
Alliance Premier Growth        26.01  30.88  19.19  N/A   19.90 (6/26/92)
Colonial Growth and Income     21.19  22.89   N/A   N/A   15.42 (7/1/93)
Colonial Int'l Fund for Growth -9.87  -0.10   N/A   N/A   -2.04 (5/3/94)
Colonial Strategic Income       1.70   9.68   N/A   N/A    8.32 (7/13/94)
Colonial U. S. Stock           24.41  25.24   N/A   N/A   22.66 (7/5/94)
Liberty All-Star Equity          N/A   N/A    N/A   N/A   -6.37(11/15/97)**
Newport Tiger                 -36.16   N/A    N/A   N/A   -7.60 (5/1/95)
Stein Roe Global Utilities     20.98  20.23   N/A   N/A    9.53 (7/1/93)
MFS Emerging Growth            14.22   N/A    N/A   N/A   20.33 (7/24/95)
MFS Research                   12.60   N/A    N/A   N/A   18.84 (7/26/95)
Stein Roe Balanced              9.21  16.61  10.57  N/A   11.42 (1/1/89)
Stein Roe Growth Stock         24.45  27.64  14.94  N/A   16.35 (1/1/89)
Stein Roe Mortgage Securities   1.54   7.07   4.88  N/A    6.89 (1/1/89)
Stein Roe Special Venture       0.32  12.58  14.16  N/A   14.82 (1/1/89)

* Fund expenses in excess of defined amounts were reimbursed during one or
more calendar years for all Funds except Colonial Int'l Fund for Growth,
Newport Tiger and Stein Roe Balanced. Without this expense reimbursement
any return percentages shown that include these calendar years would be
lower. See footnote 5 on page 6 of the prospectus for the expense
reimbursement percentages currently applicable to all of the Funds.

**  Non-annualized total returns are shown since this Sub-Account has  been
in existence for less than one year.

Change in Accumulation Unit Value

The following performance information illustrates the average annual change
and the actual annual change in Accumulation Unit values for each Sub-
Account and is computed differently than the standardized average annual
total return information. Performance information for periods prior to the
inception date of the Contract's Sub-Accounts (7/30/97 except for Liberty
All-Star Equity (11/15/97)) assumes the Certificates were available prior
to that date on the Funds' inception date.

A Sub-Account's average annual change in Accumulation Unit values is the
annualized rate at which the value of a Unit changes over the time period
illustrated. A Sub-Account's actual annual change in Accumulation Unit
values is the rate at which the value of a Unit changes over each 12-month
period illustrated. These rates of change in Accumulation Unit values
reflect the Certificate's annual 1.25% Mortality and Expense Risk Charge
and the annual 0.15% sales charge. They do not reflect deductions for any
Contingent Deferred Sales Charge, Certificate Maintenance Charge, and
premium taxes. The rates of change would be lower if these charges were
included.

                           Average Annual Change    Average Annual Change
                            In Accumulation Unit  in Accumulation Unit Value
                              Value From Fund       over the period shown
                              Inception Shown          through 12/31/97
Sub-Account                  through 12/31/97**     Three Years   Five Years
Alger Growth                    17.76% (1/6/89)        23.07%       17.64%
Alger Small Cap                 17.67  (9/20/88)       17.38        11.25
Alliance Global Bond             6.43  (7/15/91)        8.55         5.57
Alliance Premier Growth         20.06  (6/26/92)       31.65        19.39
Colonial Growth and Income      15.82  (7/1/93)        23.77          N/A
Colonial Int'l Fund for Growth  -0.94  (5/3/94)         1.22          N/A
Colonial Strategic Income        9.26  (7/5/94)        10.78          N/A
Colonial U. S. Stock            23.34  (7/5/94)        26.08          N/A
Liberty All-Star Equity          0.63***(11/15/97)       N/A          N/A
Newport Tiger                   -5.81  (5/1/95)          N/A          N/A
Stein Roe Global Utilities      10.01  (7/1/93)        21.14          N/A
MFS Emerging Growth             21.88  (7/24/95)         N/A          N/A
MFS Research                    20.43  (7/26/95)         N/A          N/A
Stein Roe Balanced              11.42  (1/1/89)        17.58        10.84
Stein Roe Growth Stock          16.35  (1/1/89)        28.45        15.17
Stein Roe Mortgage Securities    6.89  (1/1/89)         8.22         5.21
Stein Roe Special Venture       14.82  (1/1/89)        13.62        14.39

                                 12-Month Period Change in Accumulation
                                                Unit Value**
Sub-Account                   1989     1990    1991    1992    1993    1994
Alger Growth                  22.42%*  2.69%  38.45%  10.82%  20.78%
0.05%
Alger Small Cap               62.22    7.21   55.37    2.12   11.72   -5.69
Alliance Global Bond            N/A     N/A   10.29*   3.40    9.61   -6.46
Alliance Premier Growth         N/A     N/A     N/A   12.99*  11.07   -4.30
Colonial Growth and Income      N/A     N/A     N/A     N/A    4.28*  -2.12
Colonial Int'l Fund for Growth  N/A     N/A     N/A     N/A     N/A   -6.86*
Colonial Strategic Income       N/A     N/A     N/A     N/A     N/A    0.15*
Colonial U. S. Stock            N/A     N/A     N/A     N/A     N/A    3.69*
Liberty All-Star Equity         N/A     N/A     N/A     N/A     N/A     N/A
Newport Tiger                   N/A     N/A     N/A     N/A     N/A     N/A
Stein Roe Global Utilities      N/A     N/A     N/A     N/A   -2.38* -11.51
MFS Emerging Growth             N/A     N/A     N/A     N/A     N/A     N/A
MFS Research                    N/A     N/A     N/A     N/A     N/A     N/A
Stein Roe Balanced            20.82   -2.11   26.17    6.04    7.78   -4.52
Stein Roe Growth Stock        29.58   -3.04   45.98    5.15    3.52   -7.64
Stein Roe Mortgage Securities 11.33    7.59   12.90    4.49    4.80   -2.93
Stein Roe Special Venture     29.27  -10.29   35.36   12.90   33.80   -0.20

                                12-Month Period Change in Accumulation
                                                Unit Value**
Sub-Account                          1995      1996       1997
Alger Growth                         34.49%    11.77%     24.01%
Alger Small Cap                      42.32      2.73      10.62
Alliance Global Bond                 23.02      4.72      -0.72
Alliance Premier Growth              42.85     21.00      32.01
Colonial Growth and Income           28.34     16.16      27.19
Colonial Int'l Fund for Growth        4.39      3.62      -4.12
Colonial Strategic Income            16.67      8.20       7.70
Colonial U. S. Stock                 27.91     20.14      30.41
Liberty All-Star Equity                N/A       N/A       0.63*
Newport Tiger                        14.46*     9.69     -32.09
Stein Roe Global Utilities           33.30      5.04      26.98
MFS Emerging Growth                  16.70*    15.40      20.22
MFS Research                          9.97*    20.46      18.60
Stein Roe Balanced                   23.75     14.01      15.21
Stein Roe Growth Stock               35.84     19.59      30.45
Stein Roe Mortgage Securities        14.14      3.25       7.54
Stein Roe Special Venture            10.21     25.18       6.32

* Percentage of change is for less than 12 months; it is for the period
from the inception date shown to the end of the year.

** Fund expenses in excess of defined amounts were reimbursed during one or
more calendar years for all Funds except Colonial Int'l Fund for Growth,
Newport Tiger and Stein Roe Balanced. Without this expense reimbursement
any return percentages shown that include these calendar years would be
lower. See footnote 5 on page 6 of the prospectus for the expense
reimbursement percentages currently applicable to all of the Funds.

*** Non-annualized total returns are shown since this Sub-Account has been
in existence for less than one year.
    

Yield for Stein Roe Money Market Sub-Account

   
Yield for the Stein Roe Money Market Sub-Account are calculated using the
method prescribed by the Securities and Exchange Commission.  Yield
reflects the deduction of the annual 1.40% asset-based Certificate charge
and on an allocated basis, the Certificate's annual $36 Certificate
Maintenance Charge.  The yield does not reflect Contingent Deferred Sales
Charges and premium tax charges.  The yield would be lower if these charges
were included.  The following is the standardized formulas:


Yield equals:  (A - B - 1) X  365
                  C           7
    

Where:

       A =  the Accumulation Unit value at the end of the 7-day period.

   
       B =  hypothetical Certificate Maintenance Charge for the 7-day
            period. The assumed annual charge is equal to the $36
            Certificate charge multiplied by a fraction equal to the
            average number of Certificates with Stein Roe Money Market Sub-
            Account value during the 7-day period divided by the average
            total number of Certificates during the 7-day period.  This
            annual amount is converted to a 7-day charge by multiplying it
            by 7/365.  It is then equated to an Accumulation Unit size
            basis by multiplying it by a fraction equal to the average
            value of one Stein Roe Money Market Sub-Account Accumulation
            Unit during the 7-day period divided by the average Certificate
            Value in Stein Roe Money Market Sub-Account during the 7-day
            period.
    

       C =  the Accumulation Unit value at the beginning of the 7-day
            period.

   
    The yield formula assumes that the weekly net income generated by an
investment in the Stein Roe Money Market Sub-Account will continue over an
entire year.

                           FINANCIAL STATEMENTS

    The financial statements of Liberty Life and the Variable Account are
included in the statement of additional information. The financial
statements of Liberty Life are provided as relevant to its ability to meet
its financial obligations under the Certificates and should not be
considered as bearing on the investment performance of the assets held in
the Variable Account.




                           FINANCIAL STATEMENTS
                                     
                                     
                 LIBERTY LIFE ASSURANCE COMPANY OF BOSTON
                                     
                                     
                            VARIABLE ACCOUNT J
                                     
                        [To Be Filed by Amendment]
                                     
    




                                  PART C


Item 24.  Financial Statements and Exhibits

   
    (a)  Financial Statements:    (To be filed by Amendment)
         Included in Part B:
         Liberty Life Assurance Company of Boston:
          Balance Sheets for the years ended December 31, 1997 and 1996.
          Statements of Income for the years ended December 31, 1997,
              1996, and 1995.
          Statements of Stockholders' Equity for the years ended December
              31, 1997 and 1996.
          Statements of Cash Flows for the years ended December 31, 1997
              and 1996.
          Notes to Financial Statements
         Variable Account J
          Statements of Assets and Liabilities - December 31, 1997
          Statements of Operations and Changes in Net Assets for the year
              ended December 31, 1997
          Notes to Financial Statements
    

    (b)  Exhibits:

    *     (1)  Resolution of the Board of Directors establishing Variable
               Account J

          (2)  Not applicable

    *     (3a) Principal Underwriter's Agreement

    *     (3b) Specimen Agreement between Principal Underwriter and Dealer

    **    (3c) Manning & Napier Broker/Dealer's Agreement

    *     (4a) Form of Group Variable Annuity Contract of Liberty Assurance
               Company of Boston

    *     (4b) Form of Variable Annuity Certificate of Liberty Life
               Assurance Company of Boston

    *     (4c) Form of Tax-Sheltered Annuity Endorsement

    *     (4d) Form of Individual Retirement Annuity Endorsement

    *     (4e) Form of Corporate/Keogh 401(a) Plan Endorsement

    *     (4f) Form of Unisex Endorsement

    **    (4g) Specimen Group Variable Annuity Contract of Liberty Life
               Assurance Company of Boston (M&N)

    **    (4h) Specimen Variable Annuity Certificate of Liberty Life
               Assurance Company of Boston (M&N)

    ***   (4i) Specimen Group Variable Annuity Contract of Liberty Life
               Assurance Company of Boston (LA)

    ***   (4j) Specimen Variable Annuity Certificate of Liberty Life
               Assurance Company of Boston (LA)

    *     (5a) Form of Application for a Group Variable Annuity Contract

    *     (5b) Form of Application for a Group Variable Annuity Certificate

    ***   (6a) Articles of Incorporation of Liberty Life Assurance Company
               of Boston

    *     (6b) By-Laws of Liberty Life Assurance Company of Boston

          (7)  Not applicable

    *    (8a) Form of Participation Agreement

    **   (8b) Participation Agreement Among Manning & Napier Insurance
              Fund, Inc., Manning & Napier Investor Services, Inc., Manning
              & Napier Advisors, Inc., and Liberty Life Assurance Company
              of Boston

    **   (8c) Participation Agreement By and Among Liberty Life Assurance
              Company of Boston, SteinRoe Variable Investment Trust and
              Keyport Financial Services Corp.

    ***  (8d) Participation Agreement Among MFS Variable Insurance Trust,
              Liberty Life Assurance Company of Boston, and Massachusetts
              Financial Services Corp.

    ***  (8e) Participation Agreement Among The Alger American Fund,
              Liberty Life Assurance Company of Boston, and Fred Alger and
              Company, Incorporated

    ***  (8f) Participation Agreement Among Alliance Variable Products
              Series Fund, Inc., Alliance Fund Distributors, Inc., Alliance
              Capital Management L.P., and Liberty Life Assurance Company
              of Boston.

    ***  (8g) Amended and Restated Participation Agreement By and Among
              Keyport Variable Investment Trust, Keyport Financial Services
              Corp., Keyport Life Insurance Company and Liberty Life
              Assurance Company of Boston.

    ***  (9)  Opinion and Consent of Counsel

   
         (10) Consents of Independent Auditors (To be Filed by Amendment)
    

         (11) Not applicable

         (12) Not applicable

   
         (13) Schedule for Computations of Performance Quotations
    

    *    (15) Chart of Affiliations

    *    (16) Powers of Attorney

    *    (17) Specimen Tax-Sheltered Annuity Acknowledgement

    *    (18) Administrative Services Agreement

   
         (27) Financial Data Schedule  (To be Filed by Amendment)
    

*   Incorporated by reference to Registration Statement (File No. 333-
    29811; 811-08269) filed on or about June 18, 1997.

**  Incorporated by reference to Pre-Effective Amendment No. 1 to
    Registration Statement (File No. 333-29811; 811-08269) filed on or
    about June 27, 1997.

*** Incorporated by reference to Post-Effective Amendment No. 1 to
    Registration Statement (File No. 333-29811; 811-08269) filed on or
    about July 17, 1997.

   
    

Item 25.  Officers and Directors of the Depositor.

Name and
Business Address*         Position and Offices with Depositor

Gary L. Countryman        Chairman of the Board & Chief Exec. Officer

Edmund F. Kelly           President and CAO

Morton E. Spitzer         Exec. VP and COO-Individual

Jean M. Scarrow           Exec. VP and COO-Group

J. Phillip Bruen          Vice President

Edwin J. Campbell         Vice President

J. Paul Condrin, III      Vice President

A. Alexander Fontanes     Vice President

Andrew M. Girdwood, Jr.   Vice President

Richard W. Hadley         Vice President

Elizabeth P. Jefferson    Vice President

Richard B. Lassow         Vice President

Merrill J. Mack           Vice President

Douglas T. Maines         Vice President

John S. O'Donnell         Vice President

Gerard A. Paolino         Vice President

Steven M. Sentler         Vice President

John A. Tymochko          Vice President

Barry S. Gilvar           Secretary

Elliot J. Williams        Treasurer

Gerald H. Dolan           Assistant Treasurer

Bernard Gillen            Assistant Treasurer

James W. Jakobek          Assistant Treasurer

Diane S. Bainton          Assistant Secretary

Katherine Desiderio       Assistant Secretary

Christine T. Devine       Assistant Secretary

James R. Pugh             Assistant Secretary

Directors

John B. Conners          J. Paul Condrin, III      Morton E. Spitzer
Gary L. Countryman       Edmund F. Kelly           Jean M. Scarrow
A. Alexander Fontanes    Christopher C. Mansfield

*175 Berkeley Street, Boston, Massachusetts 02117, unless noted otherwise

Item 26.  Persons Controlled by or Under Common Control with the Depositor
or Registrant.

     The Depositor controls the Registrant, and is an affiliate of Keyport
Financial Services Corp. (KFSC), a Massachusetts corporation functioning as
a broker/dealer of securities. KFSC files separate financial statements.
Both are ultimately owned by Liberty Mutual Insurance Company.

     The Depositor is an affiliate of Liberty Advisory Services Corp.
(LASC), a Massachusetts corporation functioning as an investment advisor.
LASC files separate financial statements and is ultimately owned by Liberty
Mutual Insurance Company.

     Chart for the affiliations of the Depositor is incorporated by
reference to the Registration Statement (Files No. 333-29811; 811-08269)
filed on or about June 18, 1997.

Item 27.  Number of Contract Owners.

   
     As of January 26, 1998, there were 24 Qualified Contract Owners and 64
Non-Qualified Contract Owners.
    

Item 28.  Indemnification.

     Directors and officers of the Depositor and the principal underwriter
are covered persons under Directors and Officers/Errors and Omissions
liability insurance policies. Insofar as indemnification for liability
arising under the Securities Act of 1933 may be permitted to directors and
officers under such insurance policies, or otherwise, the Depositor has
been advised that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy as expressed in the Act and
is, therefore, unenforceable. In the event that a claim for indemnification
against such liabilities (other than the payment by the Depositor of
expenses incurred or paid by a director or officer in the successful
defense of any action, suit or proceeding) is asserted by such director or
officer in connection with the variable annuity contracts, the Depositor
will, unless in the opinion of its counsel the matter has been settled by
controlling precedent, submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against public policy as
expressed in the Act and will be governed by the final adjudication of such
issue.

Item 29.  Principal Underwriters.

     Keyport Financial Services Corp. (KFSC) is principal underwriter of
the SteinRoe Variable Investment Trust and the Liberty Variable Investment
Trust, which offer eligible funds for variable annuity and variable life
insurance  contracts.  KFSC is also principal underwriter for Variable
Account K of Liberty Life Assurance Company of Boston and for the KMA
Variable Account, Variable Account A and Keyport Variable Account-I of
Keyport Life Insurance Company and for the Independence Variable Annuity
Account and Independence Variable Life Account of Independence Life and
Annuity Company both are affiliated companies of Liberty Life.

The directors and officers are:

Name and Principal        Position and Offices
Business Address*         with Underwriter

John W. Rosensteel        Chairman of the Board and President

   
James J. Klopper          Director and Clerk

Francis E. Reinhart       Director and Vice President-Administration

Rogelio P. Japlit         Treasurer

Paul T. Holman            Assistant Clerk

Donald A. Truman          Assistant Clerk
    

     *125 High Street, Boston, Massachusetts 02110.

Item 30.  Location of Accounts and Records.

    Liberty Life Assurance Company of Boston, 175 Berkeley St., Boston, MA
02117

    Keyport Life Insurance Company, 125 High St., Boston, MA 02110

Item 31.  Management Services.

     Not applicable.

Item 32.  Undertakings.

     The Registrant undertakes to file a post-effective amendment to this
Registration Statement as frequently as is necessary to ensure that the
audited financial statements in the Registration Statement are never more
than 16 months old for so long as payments under the variable annuity
contracts may be accepted.

     The Registrant undertakes to include either (1) as part of any
application to purchase a contract offered by the prospectus, a space that
an applicant can check to request a Statement of Additional Information, or
(2) a post card or similar written communication affixed to or included in
the prospectus that the applicant can remove to send for a Statement of
Additional Information.

     The Registrant undertakes to deliver any Statement of Additional
Information and any financial statements required to be made available
under this Form promptly upon written or oral request.

     Registrant represents that it is relying on the November 28, 1988 no-
action letter (Ref. No. IP-6-88) relating to variable annuity contracts
offered as funding vehicles for retirement plans meeting the requirements
of Section 403(b) of the Internal Revenue Code.  Registrant further
represents that it has complied with the provisions of paragraphs (1) - (4)
of that letter.  Specimen of acknowledgement form used to comply with
paragraph (4) is incorporated by reference to the Registration Statement
Form N-4 (Files No. 333-29811; 811-08269) filed on or about June 18, 1997.

Representation

     Depositor represents that the fees and charges deducted under the
contract, in the aggregate, are reasonable in relation to the services
rendered, the expenses expected to be incurred, and the risks assumed by
the Depositor.  Further, this representation applies to each form of the
contract described in a prospectus and statement of additional information
included in this Registration Statement.







                                SIGNATURES





                                SIGNATURES

   
     As  required by the Securities Act of 1933 and the Investment  Company
Act of 1940, the Registrant has duly caused this Registration Statement  to
be  signed  on  its  behalf,  in the City of  Boston  and  Commonwealth  of
Massachusetts, on this 27th day of February, 1998.
    


                                              Variable Account J
                                              (Registrant)


                              BY: Liberty Life Assurance Company of Boston
                                               (Depositor)



                                BY:  /s/Elliot J. Williams
                                    Elliot J. Williams, Treasurer






As  required by the Securities Act of 1933, this Registration Statement has
been  signed below by the following persons in the capacities  and  on  the
dates indicated.


/s/GARY L. COUNTRYMAN*              /s/EDMUND F. KELLY*
GARY L. COUNTRYMAN                  EDMUND F. KELLY
Chairman of the Board               President

   
/s/J. PAUL CONDRIN,III*            /s/ELLIOT J. WILLIAMS    02/27/98
J. PAUL CONDRIN, III                ELLIOT J. WILLIAMS       Date
Director                            Treasurer
    

/s/JOHN B. CONNERS*
JOHN B. CONNERS
Director

/s/A. ALEXANDER FONTANES*
A. ALEXANDER FONTANES
Director

/s/EDMUND F. KELLY*
EDMUND F. KELLY
Director

/s/CHRISTOPHER C. MANSFIELD*
CHRISTOPHER C. MANSFIELD
Director
                                 *BY:  /s/ELLIOT J. WILLIAMS     02/27/98
/s/JEAN M. SCARROW*                    Elliot J. Williams        Date
JEAN M. SCARROW                        Attorney-in-Fact
Director

/s/MORTON E. SPITZER*
MORTON E. SPITZER
Director




*Elliot J.  Williams  has  signed this document on the  indicated  date  on
        behalf
of each of the above Directors and Officers of the Depositor pursuant to
powers of attorney duly executed by such persons and included as Exhibit 16
in the Registration Statement (Files No. 333-29811; 811-08269) filed on or
about June 18, 1997.




                               EXHIBIT INDEX

Exhibit                                                               Page

   

(13) Schedule for Computations of Performance Quotations
    



   
                                                         EXHIBIT 13
    



            Schedule for Computations of Performance Quotations
                                     
                        Calculation Specifications
                                     
1. Return after Contract Maintenance Charge(cmc):

A.General:

Contract maintenance charge factor is based on the actual charges to
policyholders relative to the market value of the sub-accounts on the
valuation date.  The contract maintenance charge is then charged against
the return that based on the change in unit value to reflect the effect of
the contract maintenance charge on the return in sub-accounts.

rd(cmc) = Act(CMC) / MV

rd(cmc): Annualized reduction in return due to CMC
Act(CMC): Actual contract maintenance charge to policyholder in past year
MV: Market value of sub-account as of valuation date

B.Stein Roe Money Market Fund ("SRMMF") Sub-Account:

7 days yield calculation:
r(cmc) = (UV(1)/UV(0) - 1)* 365/7 - rd(cmc)

r(cmc): 7 days annualized yield
UV(1): Unit value of SRMMF as of valuation date
UV(0): Unit value of SRMMF as of 7 days before valuation date
rd(cmc): Annualized reduction in return due to contract maintenance charge.

C.Sub-Accounts other than SRMMF:

Annualized return calculation:
r(cmc) = (UV(1)/UV(0))^(1/t) - 1 - rd(cmc)

r(cmc): annualized return in the period under consideration
UV(1): Unit value as valuation date
UV(0): Unit value as beginning of period
t: time period
rd(cmc): Estimated annualized reduction in return due to CMC

D.Implied annual contract maintenance charge:
CMC = AV(0) * {[(1+UV(1)/UV(0) - (1+r(cmc))^t]^(1/t)-1}


CMC: implied annual contract maintenance charge
AV(0): Initial premium
r(cmc): annualized return in the period under consideration
UV(1): Unit value as valuation date
UV(0): Unit value as beginning of period
t: time period

2. Return after contingent deferred sales charge(cdsc):

r(sc) = [(1+r(cmc)^t - min[1,UV(1)/UV(0)]*SC%]^(1/t) - 1

r(sc): annualized return after cmc and cdsc in the period under
consideration
r(cmc): annualized return in the period under consideration
UV(1): Unit value as valuation date
UV(0): Unit value as beginning of period
t: time period
SC%: CDSC for the policy period
                                     
                                     
               Data for SRMMF sub-account yield calculation

7 days annualized yield:

r(cmc) = (UV(1)/UV(0) - 1)* 365/7 - rd(cmc)
           = 3.90%

UV(1) = 13.780309 as of 12/31/97
UV(0) = 13.769997 as of 12/24/97
rd(cmc) = Act(CMC) / MV = 0 (as of 12/31/97 Act(CMC) = 0)

        Liberty Advisor              Amount subject to CDSC

Fund                  Inception        ITD          YTD

ALL BOND               7/30/97      1,000.00         -
ALG GRW                7/30/97        975.89         -
ALL PGRW               7/30/97        993.21         -
ALG SCAP               7/30/97        999.63         -
CKGIF                  7/30/97      1,000.00         -
CKIFG                  7/30/97        841.41         -
CKSIF                  7/30/97      1,000.00         -
CKUSSF                 7/30/97      1,000.00         -
MFS EGRW               7/30/97      1,000.00         -
MFS RES                7/30/97        979.88         -
NKTF                   7/30/97        650.95         -
CIF                    7/30/97      1,000.00         -
MAF                    7/30/97      1,000.00         -
MGSF                   7/30/97      1,000.00         -
MSIF                   7/30/97      1,000.00         -
CAF                    7/30/97        948.31         -
CKUF                   7/30/97      1,000.00         -
LASEFLA               11/14/97      1,000.00         -


        Liberty Advisor              Return net of CMC and SC

Fund                 Inception      ITD       YTD

ALL BOND              7/30/97     -4.92%     0.00%
ALG GRW               7/30/97     -9.24%     0.00%
ALL PGRW              7/30/97     -7.63%     0.00%
ALG SCAP              7/30/97     -7.03%     0.00%
CKGIF                 7/30/97     -2.15%     0.00%
CKIFG                 7/30/97    -21.75%     0.00%
CKSIF                 7/30/97     -4.38%     0.00%
CKUSSF                7/30/97     -4.57%     0.00%
MFS EGRW              7/30/97     -6.71%     0.00%
MFS RES               7/30/97     -8.87%     0.00%
NKTF                  7/30/97    -39.46%     0.00%
CIF                   7/30/97     -5.42%     0.00%
MAF                   7/30/97     -6.14%     0.00%
MGSF                  7/30/97     -4.84%     0.00%
MSIF                  7/30/97     -4.13%     0.00%
CAF                   7/30/97    -11.81%     0.00%
CKUF                  7/30/97     10.56%     0.00%
LASEFLA              11/14/97     -6.37%     0.00%

      Liberty Advisor              Annualized Contract maintenance charge


Fund                 Inception      ITD       YTD

ALL BOND              7/30/97       0.00      0.00
ALG GRW               7/30/97       0.00      0.00
ALL PGRW              7/30/97       0.00      0.00
ALG SCAP              7/30/97       0.00      0.00
CKGIF                 7/30/97       0.00      0.00
CKIFG                 7/30/97       0.00      0.00
CKSIF                 7/30/97       0.00      0.00
CKUSSF                7/30/97       0.00      0.00
MFS EGRW              7/30/97       0.00      0.00
MFS RES               7/30/97       0.00      0.00
NKTF                  7/30/97       0.00      0.00
CIF                   7/30/97       0.00      0.00
MAF                   7/30/97       0.00      0.00
MGSF                  7/30/97       0.00      0.00
MSIF                  7/30/97       0.00      0.00
CAF                   7/30/97       0.00      0.00
CKUF                  7/30/97       0.00      0.00
LASEFLA              11/14/97       0.00      0.00


  Liberty Advisor  Annualized return net of CMC



Fund                 Inception      ITD        YTD

ALL BOND              7/30/97      2.08%      0.00%
ALG GRW               7/30/97     -2.41%      0.00%
ALL PGRW              7/30/97     -0.68%      0.00%
ALG SCAP              7/30/97     -0.04%      0.00%
CKGIF                 7/30/97      4.85%      0.00%
CKIFG                 7/30/97    -15.86%      0.00%
CKSIF                 7/30/97      2.62%      0.00%
CKUSSF                7/30/97      2.43%      0.00%
MFS EGRW              7/30/97      0.29%      0.00%
MFS RES               7/30/97     -2.01%      0.00%
NKTF                  7/30/97    -34.91%      0.00%
CIF                   7/30/97      1.58%      0.00%
MAF                   7/30/97      0.86%      0.00%
MGSF                  7/30/97      2.16%      0.00%
MSIF                  7/30/97      2.87%      0.00%
CAF                   7/30/97     -5.17%      0.00%
CKUF                  7/30/97     17.56%      0.00%
LASEFLA              11/14/97      0.63%      0.00%

        Liberty Advisor              Annualized return reduction due to CMC


Fund                 Inception      VD       ITD      YTD

ALL BOND              7/30/97      0.00%    0.00%    0.00%
ALG GRW               7/30/97      0.00%    0.00%    0.00%
ALL PGRW              7/30/97      0.00%    0.00%    0.00%
ALG SCAP              7/30/97      0.00%    0.00%    0.00%
CKGIF                 7/30/97      0.00%    0.00%    0.00%
CKIFG                 7/30/97      0.00%    0.00%    0.00%
CKSIF                 7/30/97      0.00%    0.00%    0.00%
CKUSSF                7/30/97      0.00%    0.00%    0.00%
MFS EGRW              7/30/97      0.00%    0.00%    0.00%
MFS RES               7/30/97      0.00%    0.00%    0.00%
NKTF                  7/30/97      0.00%    0.00%    0.00%
CIF                   7/30/97      0.00%    0.00%    0.00%
MAF                   7/30/97      0.00%    0.00%    0.00%
MGSF                  7/30/97      0.00%    0.00%    0.00%
MSIF                  7/30/97      0.00%    0.00%    0.00%
CAF                   7/30/97      0.00%    0.00%    0.00%
CKUF                  7/30/97      0.00%    0.00%    0.00%
LASEFLA              11/14/97      0.00%    0.00%    0.00%


        Liberty Advisor              Surrender charge percentage

Fund             Inception   ITD    YTD    1    2    3    4    5    6    7

ALL BOND          7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
ALG GRW           7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
ALL PGRW          7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
ALG SCAP          7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CKGIF             7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CKIFG             7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CKSIF             7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CKUSSF            7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
MFS EGRW          7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
MFS RES           7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
NKTF              7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CIF               7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
MAF               7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
MGSF              7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
MSIF              7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CAF               7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
CKUF              7/30/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
LASEFLA          11/14/97    7%     6%     6%   5%   4%   3%   2%   1%   0%
        Liberty Advisor              Surrender value

Fund                Inception        ITD       YTD
ALL BOND             7/30/97        950.82      -
ALG GRW              7/30/97        907.58      -
ALL PGRW             7/30/97        923.68      -
ALG SCAP             7/30/97        929.66      -
CKGIF                7/30/97        978.55      -
CKIFG                7/30/97        782.51      -
CKSIF                7/30/97        956.17      -
CKUSSF               7/30/97        954.30      -
MFS EGRW             7/30/97        932.85      -
MFS RES              7/30/97        911.29      -
NKTF                 7/30/97        605.38      -
CIF                  7/30/97        945.79      -
MAF                  7/30/97        938.55      -
MGSF                 7/30/97        951.58      -
MSIF                 7/30/97        958.66      -
CAF                  7/30/97        881.93      -
CKUF                 7/30/97      1,105.64      -
LASEFLA             11/14/97        936.32      -

        Liberty Advisor              Unit value

Initial premium:         1,000.00
Valuation date:     12/31/97
Beginning of year:  12/31/96

Fund                 Inception      VD            ITD
ALL BOND              7/30/97     9.811315       9.611217
ALG GRW               7/30/97    12.27719       12.580455
ALL PGRW              7/30/97    13.462574      13.554644
ALG SCAP              7/30/97    11.133567      11.137634
CKGIF                 7/30/97    19.353674      18.457612
CKIFG                 7/30/97     9.659572      11.480190
CKSIF                 7/30/97    13.615795      13.268606
CKUSSF                7/30/97    20.780533      20.287626
MFS EGRW              7/30/97    11.680929      11.647705
MFS RES               7/30/97    11.834080      12.077083
NKTF                  7/30/97     8.525525      13.097083
CIF                   7/30/97    13.780309      13.566090
MAF                   7/30/97    24.497018      24.289287
MGSF                  7/30/97    35.538075      34.787266
MSIF                  7/30/97    17.874172      17.376101
CAF                   7/30/97    31.085014      32.779251
CKUF                  7/30/97    15.358133      13.063689
LASEFLA              11/14/97    10.063176      10.000000

*Note:
VD: Valuation date unit value ie. 12/31/97
ITD: Inception date unit value.
YTD: Unit value as of beginning of year. ie. 12/31/96
1,2,3...n: Unit value n years prior to the valuation date. eg 1 is of
12/31/96, 2 is of 12/31/95
        Liberty Advisor      Time horizon

Valuation date:      12/31/97
Beginning of year:   12/31/96

Fund           Inception      ITD    YTD     1      2     3     4      5
ALL BOND        7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
ALG GRW         7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
ALL PGRW        7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
ALG SCAP        7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CKGIF           7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CKIFG          7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CKSIF           7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CKUSSF          7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
MFS EGRW        7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
MFS RES         7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
NKTF            7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CIF             7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
MAF             7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
MGSF            7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
MSIF            7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CAF             7/30/97       1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
CKUF             7/30/97      1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00

Fund           Inception      ITD    YTD     1      2     3     4      5
LASEFLA         11/14/97      1.00   1.00   1.00   2.00  3.00  4.00   5.00

 .            6     7      8      9      10      11      12
           6.00  7.00   8.00   9.00   10.00   11.00   12.00






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