Shari J. Lease
Vice President & Counsel
[JEFFERSON PILOT Jefferson Pilot Financial
FINANCIAL LOGO] One Granite Place
Concord, NH 03301
business (603) 226-5105
(800) 258-3648
facsimile (603) 226-5448
May 19, 2000
Jefferson Pilot Financial Insurance Company
One Granite Place
Concord, New Hampshire 03301
RE: JPF Variable Annuity Separate Account -- Pre-Effective Amendment
Pilot Elite Variable Annuity Policy
Gentlemen:
This opinion is furnished in connection with the filing by Jefferson Pilot
Financial Insurance Company ("JP Financial") of Pre-Effective Amendment No. 1 to
its Registration Statement on Form N-4 by JPF Variable Annuity Separate Account
(the "Separate Account") of an indefinite number of units of interest ("Units")
of the Pilot Elite Variable Annuity Policy (the "Policy").
I am familiar with the terms of the Policies and the Pre-Effective Amendment No.
1 to the Registration Statement and the exhibits thereto. I have also examined
or am familiar with the corporate charter, bylaws and other corporate records of
JP Financial as I considered appropriate as a basis for the opinion hereinafter
expressed.
On the basis of the foregoing, it is my opinion that:
1. JP Financial is a corporate duly organized and validly existing under the
laws of the State of New Hampshire.
2. The Separate Account was duly created pursuant to the provisions of New
Hampshire RSA 408:23-26 and the regulations thereunder.
3. The assets of the Separate Account will be owned by JP Financial; JP
Financial is not a trustee with respect thereto. Under New Hampshire law,
the income, gains and losses, whether realized or unrealized, from assets
allocate to the Separate Account must be credited to or charged against such
account, without regard to the other income, gains or losses of JP
Financial. Contract obligations with respect to the Separate Account
constitute corporate obligations of JP Financial. The specific amount
payable from accumulations in the Separate Account in accordance with the
Policy will depend upon the investment experience of the Separate Account.
4. The Policy will provide that the portion of the assets of the Separate
Account equal to the reserves and the other liabilities of the Separate
Account shall not be chargeable with liabilities arising out of any other
business JP Financial may conduct and that JP Financial reserves the right
to transfer assets of the Separate Account in excess of such reserves and
<PAGE>
Jefferson Pilot Financial Insurance Company
Page Two
May 19, 2000
policy liabilities to the general account of JP Financial.
5. When executed, the Policy (including any Units when duly credited
thereunder) will have been duly authorized and the Policy (including any
such Units) will constitute a validly issued and binding obligation of
JP Financial in accordance with its terms. The Policy described in the
prospectus contained in the Registration Statement will be subject only to
the deductions, charges and fees set forth in the prospectus.
I hereby consent to the use of this opinion as an Exhibit to the Pre-Effective
Amendement No. 1 to the Registration Statement of the Separate Account.
Sincerely,
/s/ Shari J. Lease
Shari J. Lease
Vice President and Counsel
