ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
VEL ACCOUNT VEL II ACCOUNT GROUP VEL SEPARATE ACCOUNT VA-K
(SUPPLEMENT TO PROSPECTUSES AND STATEMENTS OF ADDITIONAL
INFORMATION DATED APRIL 30, 1996)
ALLMERICA INVESTMENT TRUST
(SUPPLEMENT TO PROSPECTUSES AND STATEMENTS OF ADDITIONAL
INFORMATION DATED APRIL 29, 1996)
The Select Growth Fund of Allmerica Investment Trust is one of
the investment options available under the variable contracts offered
by Allmerica Financial Life Insurance and Annuity Company. Putnam
Investment Management, Inc. ("Putnam"), One Post Office Square,
Boston, Massachusetts 02109, will replace Provident Investment
Counsel ("PIC") as the Sub-Adviser of the Select Growth Fund,
effective on or about July 1, 1996. A Sub-Advisory Agreement between
the Manager and Putnam has been approved by the Trustees of the
Trust, subject to approval of the Fund's shareholders at a special
meeting to be held prior to October 28, 1996. Putnam will receive
from the Manager a fee computed daily at an annual rate based on the
average net assets of the Select Growth Fund under the following fee
schedule which is the same fee currently in effect with PIC as
disclosed under the section entitled "Management Fees and Expenses"
in the Prospectus:
ASSETS RATE
First $50 Million 0.50%
Next $100 Million 0.45%
Next $100 Million 0.35%
Next $100 Million 0.30%
Over $350 Million 0.25%
Putnam and its affiliates managed over $142 billion in assets
as of April 30, 1996. Putnam has been managing mutual funds since
1937. Putnam serves as the investment manager for the funds in the
Putnam family, which had approximately $107 billion in assets in over
5.7 million shareholder accounts as of April 30, 1996. The Putnam
Advisory Company, Inc., an affiliate, manages domestic and foreign
institutional accounts and foreign mutual funds. Another affiliate,
Putnam Fiduciary Trust Company, provides investment advice to
institutional clients under its banking and fiduciary powers. Putnam
is a wholly-owned subsidiary of Putnam Investments, Inc., a holding
company which is in turn wholly owned by Marsh & McLennan Companies,
Inc., a publicly owned holding company whose principal businesses are
international insurance and reinsurance brokerage, employee benefit
consulting and investment management.
Carol C. McMullen, a Managing Director of Putnam, C. Beth
Cotner, a Senior Vice President of Putnam, and Manuel Weiss, a Senior
Vice President of Putnam Management, will be primarily responsible
for the day-to-day management of the Select Growth Fund. Ms.
McMullen, Ms. Cotner and Mr. Weiss have been employed as investment
professionals by Putnam since 1995, 1995 and 1987, respectively.
Prior to 1995 Ms. McMullen was Senior Vice President of Baring Asset
Management and Ms. Cotner was Executive Vice President at Kemper
Financial Services.
Dated: June 7, 1996
