POWER OF ATTORNEY

We, the undersigned, hereby severally constitute and appoint Richard M. Reilly,
John F. Kelly, Joseph W. MacDougall, Jr., and Sheila B. St. Hilaire, and each of
them singly, our true and lawful attorneys, with full power to them and each of
them, to sign for us, and in our names and in any and all capacities, any and
all Registration Statements and all amendments thereto, including post-effective
amendments, with respect to the Separate Accounts supporting variable life and
variable annuity contracts issued by Allmerica Financial Life Insurance and
Annuity Company, and to file the same with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission,
and with any other regulatory agency or state authority that may so require,
granting unto said attorneys and each of them, acting alone, full power and
authority to do and perform each and every act and thing requisite or necessary
to be done in the premises, as fully to all intents and purposes as he or she
might or could do in person, hereby ratifying and confirming all that said
attorneys or any of them may lawfully do or cause to be done by virtue hereof.
Witness our hands on the date set forth below.



Signature                        Title                                              Date
- ---------                        -----                                              ----

                                                                              
/s/ John F. O'Brien              Director and Chairman of the Board                 7/1/99
- --------------------------                                                          ------
John F. O'Brien

/s/ Bruce C. Anderson            Director                                           7/1/99
- --------------------------                                                          ------
Bruce C. Anderson

                                 Director and Chief Information Officer             7/1/99
- --------------------------                                                          ------
Robert E. Bruce

/s/ John P. Kavanaugh            Director, Vice President and                       7/1/99
- --------------------------       Chief Investment Officer                           ------
John P. Kavanaugh

/s/ John F. Kelly                Director, Vice President and                       7/1/99
- --------------------------       General Counsel                                    ------
John F. Kelly

/s/ J. Barry May                 Director                                           7/1/99
- --------------------------                                                          ------
J. Barry May

                                 Director                                           7/1/99
- --------------------------                                                          ------
James R. McAuliffe

/s/ Edward J. Parry, III         Director, Vice President, Chief Financial          7/1/99
- --------------------------       Officer and Treasurer                              ------
Edward J. Parry, III

/s/ Richard M. Reilly            Director, President and                            7/1/99
- --------------------------       Chief Executive Officer                            ------
Richard M. Reilly

                                 Director                                           7/1/99
- --------------------------                                                          ------
Robert P. Restrepo, Jr.

/s/ Eric A. Simonsen             Director and Vice President                        7/1/99
- --------------------------                                                          ------
Eric A. Simonsen

/s/ Phillip E. Soule             Director                                           7/1/99
- --------------------------                                                          ------
Phillip E. Soule