Exhibit 10.56

                     FIRST AMENDMENT TO EMPLOYMENT AGREEMENT

This First  Amendment to Employment  dated as of the 27th day of June, 2003 (the
"Amendment")  is between First Allmerica  Financial Life Insurance  Company (the
"Company") and J. Kendall Huber ("Employee").

WHEREAS,  the Company and Employee entered into a certain  Employment  Agreement
dated November 1, 2002 (the "Employment Agreement") and;

WHEREAS,  the Company and Employee now wish to amend the Employment Agreement as
set forth below.

The Company and Employee hereby agree that Section 5 of the Employment Agreement
is hereby deleted and replaced with the following:

Walk Away Benefit.  Employee may terminate his  employment  under the Employment
Agreement  for any reason or for no reason at any time (a) between and including
the  61st and 90th  day  after  the  Successor  Chief  Executive  commences  his
employment  with the Company or (b) between and including  September 1, 2003 and
November 1, 2003 in the event the  successor  Chief  Executive has not commenced
employment  with the Company by August 31,  2003,  and in either case  receive a
severance  benefit equal to $450,000,  provided that prior to or during the time
periods  described  above  employee  gives two (2) weeks  written  notice to the
Company and executes a mutually acceptable severance agreement,  which agreement
would be in the same  form  required  of other  senior  officers  generally  and
contain a general  release in favor of the  Company.  The Company  and  Employee
further  agree that in the event  Employee  receives  benefits  pursuant to this
Section 5, that  Employee  will not be entitled to the  severance  benefits  set
forth in Section 7 of this Agreement.

Except as set forth above,  the Employment  Agreement  remains in full force and
effect.

IN WITNESS WHEREOF,  the parties have executed this First Amendment Agreement as
of the date first written above.


                         First Allmerica Financial Life
                         Insurance Company


                     By: /s/Bruce C. Anderson
                         --------------------
                         Bruce C. Anderson
                         Vice President


                         /s/J. Kendall Huber
                         -------------------
                         J. Kendall Huber