August 25, 2000
Board of Directors
Jackson National Life Insurance Company
of New York
2900 Westchester Avenue
Purchase, NY 10577
Re: Opinion of Counsel - JNLNY Separate Account II
Gentlemen:
You have requested our Opinion of Counsel in connection with the filing with the
Securities and Exchange Commission of Post-Effective Amendment No. 1 to a
Registration Statement on Form N-4 for the Individual Deferred Fixed and
Variable Annuity Contracts (the "Contracts") to be issued by Jackson National
Life Insurance Company of New York and its separate account, JNLNY Separate
Account II.
We have made such examination of the law and have examined such records and
documents as in our judgment are necessary or appropriate to enable us to render
the opinions expressed below.
We are of the following opinions:
1. JNLNY Separate Account II is a Unit Investment Trust as that
term is defined in Section 4(2) of the Investment Company Act
of 1940 (the "Act"), and is currently registered with the
Securities and Exchange Commission, pursuant to Section 8(a)
of the Act.
2. Upon the acceptance of a premium made by an Owner pursuant to
a Contract issued in accordance with the Prospectus contained
in the Registration Statement and upon compliance with
applicable law, such an Owner will have a legally-issued,
fully paid, non-assessable contractual interest under such
Contract.
<PAGE>
Board of Directors
Jackson National Life Insurance Company
of New York
August 25, 2000
Page 2
We consent to the reference to our Firm under the caption "Services" contained
in the Statement of Additional Information which forms a part of the
Registration Statement.
You may use this opinion letter, or a copy thereof, as an exhibit to
Post-Effective Amendment No. 1 to the Registration Statement.
Sincerely,
BLAZZARD, GRODD & HASENAUER, P.C.
By:/s/ Raymond A. O'Hara III
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Raymond A. O'Hara III
