INHEIRITAGE ACCOUNT OF 1ST ALLMERICA FINANCIAL LIFE INS CO
497, 1996-11-26
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                            PROSPECTUS SUPPLEMENT

              FIRST ALLMERICA FINANCIAL LIFE INSURANCE COMPANY
                             INHEIRITAGE ACCOUNT
               (Supplement to Prospectus Dated April 30, 1996)
                                           
                                     * * *
                                           
                              PREFERRED LOAN OPTION
                                           
   The following is inserted under the Section "LOAN PRIVILEGE" in the 
SUMMARY and as the last section under POLICY LOANS:

    PREFERRED LOAN OPTION - A preferred loan option is available under the
    Policies.  The preferred loan option will be available upon written
    request. It may be revoked by you at any time. If this option has been
    selected, after the tenth policy anniversary Policy Value in the General
    Account equal to the loan amount will be credited with interest at an
    effective annual yield of at least 7.5%.   Our current practice is to
    credit a rate of interest equal to the rate being charged for the preferred
    loan.

    There is some uncertainty as to the tax treatment of preferred loans. 
    Consult a qualified tax adviser (and see "FEDERAL TAX CONSIDERATIONS"). 
    THE PREFERRED LOAN OPTION IS NOT AVAILABLE IN ALL STATES.

The following replaces the third paragraph under "FEDERAL TAX CONSIDERATIONS -
TAXATION OF THE POLICIES":

    The Company believes that non-preferred loans received under a Policy will
    be treated as indebtedness of the policy owner for federal income tax
    purposes.  Under current law, these loans will not constitute income for
    the Policyowner while the Policy is in force (but see "MODIFIED ENDOWMENT
    POLICIES").  However, there is a risk that a preferred loan may be
    characterized by the IRS as a withdrawal and taxed accordingly.  At the
    present time, the IRS has not issued any guidance on whether loans with the
    attributes of a preferred loan should be treated differently than a
    non-preferred loan.  This lack of specific guidance makes the tax treatment
    of preferred loans uncertain.  In the event IRS guidelines are issued in
    the future, you may revoke your request for a preferred loan. 

    Section 264 of the Internal Revenue Code restricts the deduction of
    interest on Policy loans.  Consumer interest paid on Policy loans under an
    individually owned Policy is not tax deductible.  No tax deduction for
    interest is allowed on Policy loans exceeding $50,000 in aggregate, if the
    Insured is an officer or employee of, or is financially interested in, any
    business carried on by the taxpayer.
                                           
                                     * * *
                        TWELVE TRANSFERS WITHOUT CHARGE
                                           
     The sections "SUMMARY - Transfer Charge," "THE POLICY - Transfer 
Privilege," CHARGES AND DEDUCTIONS - Transfer Charges," and "MORE INFORMATION 
ABOUT THE GENERAL ACCOUNT -- Transfers, Surrenders, Partial Withdrawals and 
Policy Loans," are amended to indicate that the first twelve transfers of 
Policy Value in a Policy year, rather than the first six transfers, will be 
free of charge.

                                     * * *
                                           
Inheiritage, Select Inheiritage

<PAGE>

                           CHANGES IN DIRECTORS AND
                                    OFFICERS
                                           
   John P. Kavanaugh, Edward J. Parry III and J. Barry May have been elected 
as Directors of the Company. Mr. Kavanaugh has been a Vice-President of the 
Company since 1991, and previously served as Second Vice-President of the 
Company. Mr. Kavanaugh is also a Director and Vice President of Allmerica 
Financial Life Insurance and Annuity Company, and is a Director and President 
of Allmerica Asset Management, Inc. Mr. Parry has been Vice President and 
Treasurer of the Company since 1993; Assistant Vice President from 1992 to 
1993; and was previously a Manager, Price Waterhouse, from 1987 to 1992.  He 
is also a Director and Officer of Allmerica Financial. Mr. May has been 
President of the Hanover Insurance Company since September, 1996. He 
previously served as Eastern Regional Vice-President and Regional Vice 
President of the New England Region of the Hanover Insurance Company. Mr. May 
is also a Director of Allmerica Financial.

Kruno Huitzingh, Theodore J. Rupley, and Diane E. Wood have resigned as 
Directors and officers of the Company.  Mark C. Colborn has resigned as 
Controller, but continues as Vice-President.

                                     * * *


Prospectus Supplement dated November 25, 1996.
Inheiritage, Select Inheiritage




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