February 26, 1997
Securities and Exchange Commission
450 Fifth Street, NW
Washington, DE 20549
Re: American International Life Assurance Company of New York
Variable Account B; Registration Number 33-90686
Gentlemen:
I am Assistant Secretary and Associate Counsel for American International
Life Assurance Company of New York (the "Company"), a New York stock life
insurance corporation. In connection with the offering of Variable Life
Insurance Policies (the "Policies") of Variable Account B (the "Account"),
a segregated investment account of the Company, I have examined such records
and documents and have made such further investigation and examination as I
deemed necessary for the purpose of this opinion.
It is my opinion that the Policies, the registration of which is made definite
by the accompanying Rule 24f-2 Notice of the Account, were legally issued,
fully paid and non-assessable by the Account to the extent set forth in the
Account's prospectus forming part of its Registration Statement on Form S-6
filed under the Securities Act of 1933 as Registration Number 33-90686.
I hereby consent to the filing of this opinion with said Rule 24f-2 Notice.
Sincerely,
Kenneth D. Walma /s
__________________
Kenneth D. Walma
Assistant Secretary and Associate Counsel
KW/kr
Rule 24f-2
Notice For
American International Life Assurance Company of New York
ACCOUNT B
FILE NOS. 33-90686
Fiscal period for which notice is filed
12/31/96
Securities registered and unsold at the beginning
of the fiscal year
0
Securities registered during this year other than
pursuant to Rule 24f-2
0
Sale price of accumulation units sold during fiscal
year ending December 31, 1996
$547,150
Aggregate sale price of accumulation units sold
during the fiscal year ending December 31, 1996
$547,150
Redemption price of accumulation units redeemed
during the fiscal year ending December 31, 1996
$80,037
Total amount upon which fee calculation is based
$467,113
Fee submitted (1/33 of 1% of total amount)
$142
AMERICAN INTERNATIONAL LIFE ASSURANCE COMPANY OF NEW YORK
VARIABLE ACCOUNT B
BY HOWARD GUNTON /s
__________________________
HOWARD GUNTON
VICE PRESIDENT AND COMPTROLLER
