SEPARATE ACCT VA K OF FIRST ALLMERICA FINANCIAL LIFE INS CO
497, 1998-10-30
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                  FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY
                                     SUPPLEMENT
                         TO PROSPECTUS DATED May 1, 1998  
                                          
                                          
                     SEPARATE ACCOUNT VA-K (DELAWARE MEDALLION)

                                        ***

                         New York Replacement Regulations

The state of New York recently amended its regulations concerning the 
purchase of a new life insurance policy or annuity contract to replace an 
existing policy or contract (a "replacement").  If you purchase a Contract in 
New York as a replacement, you may have the right to cancel the Contract 
within 60 days after receiving it by returning the Contract to our Home 
Office at 440 Lincoln Street, Worcester, MA 01653, or to one of our 
authorized representatives.  If you return the Contract, it will be void from 
the beginning.  You will receive a refund equal to the surrender value of the 
Contract plus all fees and charges.

                                        ***

The third sentence of footnote 2 to the Fund Expenses Table on page 12 of the 
Prospectus is amended to read as follows:

Through April 30, 1999, the investment advisers for the Series of DGPF have 
agreed voluntarily to waive their management fees and reimburse each Series 
for expenses to the extent that total expenses will not exceed 1.50% for the 
Emerging Markets Series; 0.95% for the International Equity Series; 0.85% for 
the DelCap Series, Social Awareness Series, REIT Series, Small Cap Value 
Series, Trend Series, Convertible Securities Series and Global Bond Series; 
and 0.80% for all other Series.


                              Supplement Dated October 30, 1998



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