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                                   EXHIBIT 6.

                         OPINION AND CONSENT OF ACTUARY

















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                                                                      Exhibit 6.
[FIRST VARIABLE LIFE LOGO]


October 31, 1997

First Variable Life Insurance Company
10 Post Office Square, 12th Floor
Boston, MA 02109

Re:       Registration of Contract Interests 
          Separate Account VL of First Variable Life Insurance Company 
          (File No. 333-19193)

Gentlemen:

In my capacity as Actuary of First Variable Life Insurance Company, I have
provided actuarial advice concerning:

- -    The preparation of the captioned registration statement ("Registration
     Statement") on Form S-6 filed by First Variable Life Insurance Company and
     its Separate Account VL with the Securities and Exchange Commission under
     the Securities Act of 1933 with respect to the variable universal life
     insurance policy ("Policy") described therein; and

- -    The preparation of the policy forms for the Policy described in the
     Registration Statement.

It is my professional opinion that:

1.   The illustrations of death benefits, account values, cash surrender values
     and total premiums paid plus interest at 5% shown in the prospectus, based
     on the assumptions stated in the illustration, are consistent with the
     provisions of the Policy. The rate structure of the Policy has not been
     designed so as to make the relationship between premiums and benefits, as
     shown in the illustrations included, appear more favourable to prospective
     buyers than other illustrations which could have been provided at other
     combinations of ages, sex of the insured, death benefit option and amount,
     definition of life insurance test, premium class and premium amounts.

2.   All other numerical examples shown in the prospectus are consistent with
     the Policy and our practices and have not been designed to appear more
     favourable to prospective buyers than other examples which could have been
     provided.

I hereby consent to the filing of this opinion as an Exhibit to the Registration
Statement.


Sincerely,


/s/ Martin Sheerin
- ---------------------------------
Martin Sheerin  FSA, MAAA




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