EXHIBIT 2
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                        ALLMERICA FINANCIAL CORPORATION
                         ADOPTS SHAREHOLDER RIGHTS PLAN


     WORCESTER, MASS. -- December 16, 1997 --  Allmerica Financial Corporation
(NYSE:AFC) announced today that its board of directors has adopted a shareholder
rights plan. The purpose of the rights plan is to strengthen the board's ability
to obtain maximum value for shareholders in the event of an unsolicited attempt
to acquire 15 percent or more of Allmerica Financial's common stock.

     Each right carries an initial exercise price of  $200.00. The rights will
be exercisable only if a person or group acquires or announces a tender or
exchange offer to acquire 15 percent or more of Allmerica Financial's common 
stock.  Under those circumstances, the right will entitle a holder to receive 
shares of the company's common stock at a market value of two times the exercise
price of the right.

     A right will be granted for each share of common stock outstanding on
December 29, 1997. Stock issued after that date will be issued with an attached 
right. The board of directors may redeem the rights at the redemption price of
$.01 per right at any time prior to the expiration of the rights plan on
December 15, 2007, and may amend the rights until they become exercisable.
Distribution of the rights is not a taxable event to shareholders. Additional
details regarding the shareholder rights plan will be outlined in a letter that
will be mailed to all shareholders.

     "This shareholder rights plan assures that Allmerica's shareholders would
receive fair and equitable treatment in the event of an unsolicited attempt to
acquire the company," said John F. O'Brien, Allmerica's president and chief
executive officer.  O'Brien said the board of directors is not aware of any
present takeover attempt or proposal.

     Worcester, Mass.-based Allmerica Financial Corporation is the holding
company for a diversified group of insurance and financial services companies.