Exhibit 10.53

                                December 23, 2002

The Honorable Julianne M. Bowler
Commissioner of Insurance
Massachusetts Division of Insurance
One South Station, 5th Floor
Boston, MA 02110-2208

        Re:     Allmerica Financial Corporation ("AFC"); Allmerica Financial
                Life Insurance and Annuity Company ("AFLIAC"); First Allmerica
                Financial Life Insurance Company ("FAFLIC")

Dear Commissioner Bowler:

I write to supplement the November 21, 2002 petition concerning the
redomestication of AFLIAC from Delaware to Massachusetts and the corporate
reorganization of AFLIAC and FAFLIC (hereinafter referred to as the
"Reorganization").

Following the Reorganization, AFLIAC will be the immediate parent to FAFLIC and
a direct subsidiary of AFC. In view of this change in corporate structure, AFC
agrees to maintain AFLIAC's RBC ratio at a minimum of 100%. This commitment will
continue until it is terminated by agreement of the Commissioner of Insurance.
Both AFLIAC and FAFLIC have ceased writing new business and will not write new
business in the future.

In consideration of this commitment, it is agreed and understood that the
commitment concerning FAFLIC's capital set forth in the letter of March 4, 1999
from John F. Kelly to Robert Dynan as amended in the letter between you and John
F. O'Brien of October 24, 2002 will be terminated.

The commitment concerning AFLIAC's capital set forth in this letter will take
effect and the commitment concerning FAFLIC's capital will be terminated only
when and if the Reorganization is complete. AFC, AFLIAC and FAFLIC will advise
you when that occurs.

A copy of the AFC Board Vote of December 17, 2002 pertaining to this matter is
enclosed for your records. Should any additional information be required, please
do not hesitate to contact me.

                                        Sincerely yours,
                                        /s/ Mark C. McGivney
                                        Mark C. McGivney
                                        Vice President & Treasurer
                                        Allmerica Financial Corporation