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Registration No. 33-57792
811-7466
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-6
FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF
SECURITIES OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM
N-8B-2
Post-Effective Amendment No. 11
VEL II ACCOUNT
OF ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
(EXACT NAME OF REGISTRANT)
ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
440 Lincoln Street
Worcester, MA 01653
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE)
Abigail M. Armstrong, Esq.
440 Lincoln Street
Worcester, MA 01653
(NAME AND ADDRESS OF AGENT FOR SERVICE OF PROCESS)
It is proposed that this filing will become effective:
___ immediately upon filing pursuant to paragraph (b)
_X_ on May 1, 1998 pursuant to paragraph (b)
___ 60 days after filing pursuant to paragraph (a)(1)
___ on (date) pursuant to paragraph (a)(1) of Rule 485
_X_ this post-effective amendment designates a new effective date
for a previously filed post-effective amendment
FLEXIBLE PREMIUM VARIABLE LIFE
Pursuant to Reg. Section 270.24f-2 of the Investment Company Act of 1940
("the 1940 Act"), Registrant hereby declares that an indefinite amount of its
securities is being registered under the Securities Act of 1933 ("the 1933
Act"). The 24f-2 Notice for the issuer's fiscal year ended December 31, 1997
will be filed on or about February 27, 1998.
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This Post-Effective Amendment No. 11 under the Securities Act of 1933 is
being filed under 485(b)(1)(iii) for the purposes of designating a new
effective date of May 1, 1998 for a previously filed post-effective amendment
which was incorrectly designated to become effective 60 days after filing
pursuant to paragraph (a)(1). All other pertinent information regarding this
Registration Statement, including the prospectus was previously filed in
Registrant's Post-Effective Amendment No. 10 on February 13, 1998 and is
incorporated herein by reference.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940 the Registrant certifies that it meets all the
requirements for effectiveness of this Registration Statement and has duly
caused this Registration Statement to be signed on its behalf by the
undersigned, thereto duly authorized, in the City of Worcester, and
Commonwealth of Massachusetts, on the 27th day of February, 1998.
VEL II ACCOUNT OF
ALLMERICA FINANCIAL LIFE INSURANCE AND ANNUITY COMPANY
By: /s/ Abigail M. Armstrong
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Abigail M. Armstrong, Secretary
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed below by the following persons in the capacities
and on the dates indicated.
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<CAPTION>
Signatures Title Date
- ---------- ----- ----
<S> <C> <C>
/s/ John F. O'Brien Director and Chairman of February 27, 1998
- ------------------------ the Board
John F. O'Brien
/s/ Bruce C. Anderson Director
- ------------------------
Bruce C. Anderson
/s/ Robert E. Bruce Director
- ------------------------
Robert E. Bruce
/s/ John P. Kavanaugh Director, Vice President and
- ------------------------ Chief Investment Officer
John P. Kavanaugh
/s/ John F. Kelly Director, Vice President and
- ------------------------ General Counsel
John F. Kelly
/s/ J. Barry May Director
- ------------------------
J. Barry May
/s/ James R. McAuliffe Director
- ------------------------
James R. McAuliffe
/s/ Edward J. Parry III Director, Vice President and
- ------------------------ Chief Financial Officer
Edward J. Parry III
/s/ Richard M. Reilly Director, President and
- ------------------------ Chief Executive Officer
Richard M. Reilly
/s/ Eric A. Simonsen Director and Vice President
- ------------------------
Eric A. Simonsen
/s/ Phillip E. Soule Director
- ------------------------
Phillip E. Soule
</TABLE>