ALLMERICA FIN LIFE INS & ANN CO ALLMERICA SEL ACCT
497, 1997-08-15
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<PAGE>

                          PROSPECTUS SUPPLEMENT

         ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
                   INHEIRITAGE ACCOUNT (PROSPECTUS B)
                  ALLMERICA SELECT SEPARATE ACCOUNT AND
                  ALLMERICA SELECT SEPARATE ACCOUNT II
                                                                
           FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY
                   INHEIRITAGE ACCOUNT (PROSPECTUS B)
                  ALLMERICA SELECT SEPARATE ACCOUNT
                              
                       ALLMERICA INVESTMENT TRUST
                                    
 (SUPPLEMENT EFFECTIVE AUGUST 15, 1997 TO PROSPECTUSES DATED MAY 1, 1997)
                                    
At the Special Meeting of Shareholders of Allmerica Investment Trust 
("Trust") which was held on August 15, 1997, shareholders approved all 
proposals, including (1) amendments to the Trust's Management Agreement and 
certain Sub-adviser Agreements and (2) amendments to the investment 
objectives, policies and restrictions of certain Funds of the Trust. The 
attached variable insurance product prospectus and Trust prospectus are 
hereby amended as follows (all references are to the Trust prospectus unless 
otherwise noted):

The second paragraph under "What are the Investment Objectives and Policies?" 
is amended to read:

    A Fund's investment objective and investment policies are not 
    fundamental and may be changed without shareholder approval.
                                    
                             _______________
                                    
The following is included under "Investment Policies" in the section 
entitled "What are the Investment Objectives and Policies?" for the Select 
Income Fund:

     The Fund may invest up to 25% of its assets in lower-rated securities, 
     commonly known as "junk bonds," which involve risks discussed under 
     "Certain Investment Strategies and Policies."  For more information 
     concerning the rating categories of corporate debt securities, see the 
     Appendix to the Prospectus.
                                    
                             _______________
                                    
The following is included under "Investment Policies" in the section entitled 
"What are the Investment Objectives and Policies?" for the Money Market Fund:

     The Fund may invest up to 25% of its assets in U.S. dollar denominated
     foreign securities (not including its investments in American Depositary
     Receipts).
                                    
                             _______________

The following is included under "Investment Policies" in the section entitled 
"What are the Investment Objectives and Policies?" for the Money Market Fund:

     The Fund may invest up to 10% of its net assets in securities which are
     illiquid because they are not readily marketable.
                             _______________
                                    
                                                                        
<PAGE>


The management and sub-advisory fee tables under "Management Fees and 
Expenses" of the Trust prospectus and the management and sub advisory fee 
sections in the variable product prospectus are amended to read as follows:
   
     For the services to the Funds, the Manager receives fees computed daily
     at an annual rate based on the average daily net asset value of each
     Fund as set forth below.

                     Select      Select Capital       Select          Select
                   Aggressive      Appreciation     International     Growth
                  Growth Fund         Fund          Equity Fund        Fund
                  -----------    --------------     -------------     -------

   Manager Fee         (1)              (1)              (1)            0.85% 


                  Select Growth       Select       Money
                    and Income        Income       Market
                      Fund             Fund         Fund
                  -------------       ------       -------
  Manager Fee          (1)              (2)           (3)

(1)   The Manager's fees for the Select Aggressive Growth Fund, Select
      Capital Appreciation Fund, Select International Equity Fund, and
      Select Growth and Income Fund, computed daily at an annual rate
      based on the average daily net assets of each Fund, are based on
      the following schedule:

<TABLE>
<CAPTION>
                                                                       Select        Select Growth
                              Select Aggressive     Select Capital   International    and Income
                                Growth Fund       Appreciation Fund   Equity Fund          Fund
                              -----------------   -----------------  -------------   -------------
<S>                           <C>                 <C>                <C>             <C>
 Assets

First $100 Million...........     1.00%                 1.00%            1.00%            0.75%
$100 to $250 Million.........     0.90%                 0.90%            0.90%            0.70%
$250 to $500 Million.........     0.85%                 0.85%            0.85%            0.65%
Over $500 Million............     0.85%                 0.85%            0.85%            0.65%


</TABLE>


(2)  The Manager's fees for the Select Income Fund, computed daily at an
     annual rate based on the average daily net assets of each Fund, are
     based on the following schedule:

                                                       Select   
                                                       Income    
      Assets                                            Fund   
      ------                                           ------
      First $50 Million..............................   0.60%
      $50 to $100 Million............................   0.55%
      Over $100 Million..............................   0.45%

(3)  The Manager's fees for the Money Market Fund, computed daily at an
     annual rate based on the average daily net assets of the Fund, are
     based on the following schedule:

                                                       Money
                                                       Market
      Assets                                           Fund
      ------                                          -------

      First $50 Million..............................   0.35%
      Next $200 Million..............................   0.25%
      Over $250 Million..............................   0.20%

                                    -2-
<PAGE>

The Manager is responsible for the payment of all fees to the Sub-Advisers.  
The Manager pays each Sub-Adviser fees computed daily at an annual rate based 
on the average daily net asset value of each Fund as set forth below.  In 
certain Funds, Sub-Adviser fees vary according to the level of assets in such 
Funds, which will reduce the fees paid by the Manager as Fund assets grow but 
will not reduce the operating expenses of such Funds.

                     Select      Select Capital       Select          Select
                   Aggressive      Appreciation     International     Growth
                  Growth Fund         Fund          Equity Fund        Fund
                  -----------    --------------     -------------     -------

Sub-Adviser Fee        (4)             (4)                (5)            (6) 



                  Select Growth       Select       Money
                    and Income        Income       Market
                      Fund             Fund         Fund
                  -------------       ------       -------

Sub-Adviser Fee         (7)            0.20%        0.10%


(4)  For their services, NACM and JCC will receive a fee computed daily
     at an annual rate based on the average daily net assets of the
     Select Aggressive Growth Fund and Select Capital Appreciation Fund,
     respectively, under the following schedule:

             Assets                                    Rate
             ------                                    -----
          First $100 Million.........................  0.60%
          Next $150 Million..........................  0.55%
          Next $250 Million..........................  0.50%
          Over $500 Million..........................  0.45%

(5)  For its services, BIAM will receive a fee computed daily at an
     annual rate based on the average daily net assets of the Select
     International Equity Fund, under the following schedule:
                                                            
             Assets                                    Rate
             ------                                    -----
         First $50 Million..........................  0.45%
         Next $50 Million...........................  0.40%
         Over $100 Million..........................  0.30%

(6)  For its services, Putnam will receive a fee computed daily at an
     annual rate based on the average daily net assets of the Select
     Growth Fund, under the following schedule:

             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%

                                    -3-
<PAGE>

(7)  For its services, JAL will receive a fee computed daily at an
     annual rate based on the average daily net assets of the Select
     Growth and Income Fund, under the following schedule:

             Assets                                    Rate
             ------                                    -----
          First $100 Million.......................... 0.40%
          Next $200 Million........................... 0.25%
          Over $300 Million........................... 0.30%
                             _______________ 
                                    
The section on Foreign Securities under "Certain Investment Strategies and 
Policies" is amended to change the heading as follows and insert the 
following sentence after the fourth sentence of the first paragraph:

    Foreign Securities (applicable to all Funds).

    The Money Market Fund may invest only in U.S. dollar denominated foreign
    securities.

The heading, first sentence of the first paragraph and the second paragraph 
of the section on Options and Futures Transactions under "Certain Investment 
Strategies and Policies" are amended to read:

    Options and Futures Transactions (applicable to each Fund except the
    Money Market Fund), Forward Contracts (applicable to Select Capital
    Appreciation Fund and Select International Equity Fund) and swaps
    (applicable to the Select Capital Appreciation Fund)

Through the writing and purchase of put and call options on its securities, 
financial indices and foreign currencies, and the purchase and sale of 
futures contracts and related options with respect to securities, financial 
indices and (in the case of the Select Capital Appreciation Fund and Select 
International Equity Fund) foreign currencies in which it may invest, each 
Fund except the Money Market Fund at times may seek to hedge against 
fluctuations in net asset value.

Additionally, the Select Capital Appreciation Fund and Select International 
Equity Fund may invest in forward contracts and the Select Capital 
Appreciation Fund in Swaps which may expose these Funds to additional risks 
and transaction costs.
                              _______________
                                    
The parenthetical phrase in the heading for the section on Restricted 
Securities under "Certain Investment Strategies and Policies" is deleted and 
the second sentence in the section is amended to read:

    However, each Fund will not invest more than 15% (10% for the Money
    Market Fund) of its net assets in restricted securities (and other
    securities deemed to be illiquid) unless the Board of Trustees
    determines, based upon a continuing review of the trading markets
    for the specific restricted security, that such restricted
    securities are liquid.
                             _______________
                                    
                                    
The heading and first two paragraphs of the section on High Yield
Securities under "Certain Investment Strategies and Policies" are
amended to read as follows.  Also, "25%" is added to the percentages
listed in the next to last sentence of the last paragraph in the
section.

                                   -4-
<PAGE>

     HIGH YIELD SECURITIES (APPLICABLE TO THE SELECT CAPITAL
     APPRECIATION FUND, SELECT GROWTH FUND, SELECT GROWTH AND INCOME
     FUND AND SELECT INCOME FUND)

     Corporate debt securities purchased by the Select Capital
     Appreciation Fund, Select Growth Fund, Select Growth and Income
     Fund and Select Income Fund will be rated at the time of purchase B
     or better by Moody's or S&P, or equivalently rated by another
     NRSRO, or unrated but believed by the Sub-adviser to be of
     comparable quality under the guidelines established for the Funds. 
     The Select Growth Fund and the Select Growth and Income Fund may
     not invest more than 15% of their assets, the Select Income Fund
     may not invest more than 25% of its assets and the Select Capital
     Appreciation Fund may not invest more than 35% of its assets at the
     time of investment in securities rated below Baa by Moody's or BBB
     by S&P, or equivalently rated by another NRSRO, or unrated but
     believed by the Sub-Adviser to be of comparable quality. 
     Securities rated B by Moody's or S&P (or equivalently by another
     NRSRO) are below investment grade and are considered, on balance,
     to be predominantly speculative with respect to capacity to pay
     interest and repay principal and will generally involve more credit
     risk than securities in the higher rating categories.

     Periods of economic uncertainty and changes can be expected to
     result in increased volatility of market prices of lower-rated
     securities, commonly known as "high yield" securities or "junk
     bonds," and of the asset value of the Select Capital Appreciation
     Fund, Select Growth Fund, Select Growth and Income Fund and Select
     Income Fund.  Many issuers of high yield corporate debt securities
     are leveraged substantially at times, which may impair their
     ability to meet debt service obligations.  Also, during an economic
     downturn or substantial period of rising interest rates, highly
     leveraged issuers may experience financial stress.
                                    
                             _______________

The heading and last sentence of the first paragraph of the section on
Asset-Backed Securities and Mortgage-Backed Securities under "Certain
Investment Strategies and Policies" are amended to read as follows: 

     Asset-Backed Securities and Mortgage-Backed Securities (applicable
     to Select Income Fund and Money Market Fund)

     A Fund will not invest more than 20% of its total assets in asset-
     backed securities.
                                    
                             _______________
     
                                    
The heading for the section on Stripped Mortgage-Backed Securities under
"Certain Investment Strategies and Policies" is amended to read:

     Stripped Mortgage-Backed Securities (applicable to Select Income
     Fund and Money Market Fund)
                             _______________
                                    
                                   -5-
<PAGE>

The following is inserted at the end of the section entitled "Certain
Investment Strategies and Policies":

     STAND-BY COMMITMENTS (applicable to Select Income Fund and Money
     Market Fund)

     Under a stand-by commitment, a dealer agrees to purchase from the
     Fund, at the Fund's option, specified securities at a specified
     price.  Stand-by commitments are exercisable by the Fund at any
     time before the maturity of the underlying security, and may be
     sold, transferred or assigned by the Fund only with respect to the
     underlying instruments.

     Although stand-by commitments are often available without the
     payment of any direct or indirect consideration, if necessary or
     advisable, the Fund may pay for a stand-by commitment either
     separately in cash or by paying a higher price for securities which
     are acquired subject to the commitment.

     Where the Fund pays any consideration directly or indirectly for a
     stand-by commitment, its cost will be reflected as unrealized
     depreciation for the period during which the commitment is held by
     the Fund.

     The Fund will enter into stand-by commitments only with banks and
     broker-dealers which present minimal credit risks.  In evaluating
     the creditworthiness of the issuer of a stand-by commitment, the
     Sub-Adviser will review periodically the issuer's assets,
     liabilities, contingent claims and other relevant financial
     information.

     The Fund will acquire stand-by commitments solely to facilitate
     liquidity and does not intend to exercise its rights thereunder for
     trading purposes.  Stand-by commitments will be valued at zero in
     determining the Fund's net asset value.



                                    -6-



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