December 3, 1999


Allmerica Financial Life Insurance and Annuity Company
440 Lincoln Street
Worcester, MA 01653

     RE:   SEPARATE ACCOUNT FUVUL OF ALLMERICA FINANCIAL
           LIFE INSURANCE AND ANNUITY COMPANY

Gentlemen:

In my capacity as Assistant Vice President and Counsel of Allmerica Financial
Life Insurance and Annuity Company (the "Company"), I have participated in
the preparation of this Initial Registration Statement for the on Form S-6
under the Securities Act of 1933 with respect to the Company's individual
flexible premium variable life insurance policies.

I am of the following opinion:

     1.  The Separate Account FUVUL is a separate account of the Company validly
         existing pursuant to the Delaware Insurance Code and the regulations
         issued thereunder.

     2.  The assets held in the Separate Account FUVUL equal to the reserves and
         other Policy liabilities of the Policies which are supported by the
         Separate Account FUVUL Account are not chargeable with liabilities
         arising out of any other business the Company may conduct.

     3.  The individual flexible premium variable life insurance policies, when
         issued in accordance with the Prospectus contained in this Initial
         Registration Statement and upon compliance with applicable local law,
         will be legal and binding obligations of the Company in accordance with
         their terms and when sold will be legally issued, fully paid and
         non-assessable.

In arriving at the foregoing opinion, I have made such examination of law and
examined such records and other documents as in my judgment are necessary or
appropriate.

I hereby consent to the filing of this opinion as an exhibit to this Initial
Registration Statement of the Separate Account FUVUL on Form S-6 filed under
the Securities Act of 1933 and amendment under the Investment Company Act of
1940.

                                           Very truly yours,

                                           /s/ Sheila B. St. Hilaire

                                           Sheila B. St. Hilaire
                                           Assistant Vice President and Counsel