Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549


We are aware that our reports dated April 24, 1996, July 24,
1996, and October 23, 1996, on our review of interim financial
information of UNUM Corporation and subsidiaries for the three-
month, six-month, and nine-month periods ended March 31, 1996,
June 30, 1996, and September 30, 1996, and included in the
Company's quarterly reports on Forms 10-Q for the quarters then
ended are incorporated by reference in Post-Effective Amendment
No. 2 to Form S-8 No. 33-31270 pertaining to the UNUM Employees
Retirement Savings Plan and Trust and Colonial Companies, Inc.
Security Saver Plan.  Pursuant to Rule 436(c) under the
Securities Act of 1933, this report should not be considered a
part of the registration statement prepared or certified by us
within the meaning of Section 7 and 11 of that Act.


/s/ Coopers & Lybrand L.L.P.
December 23, 1996