[USAA LOGO]     9800 Fredericksburg Road
                San Antonio, Texas 78288



February 22, 2005


USAA Life Insurance Company
9800 Fredericksburg Road
San Antonio, Texas  78288

Attention:  Kristi Matus, CEO and President

Dear Ms. Matus:

This  opinion  is  furnished  in  connection  with the  filing  by the USAA Life
Insurance  Company  ("USAA  Life")  and  the  Separate  Accounts  of  USAA  Life
("Separate  Accounts") of post-effective  amendments to registration  statements
under the  Securities  Act of 1933 (the "1933 Act") and an  amendment  under the
Investment  Company Act of 1940 on Form N-4 (File No. 33-82268 and 811-8670) and
Form N-6 (File No. 333-45343 and No. 811-08625) ("Registration Statements"). The
securities  registered under the  Registration  Statements are units of interest
("Units") to be issued by the Separate Accounts  pursuant to certain  individual
flexible  premium  variable  annuity  contracts and variable  universal  annuity
contracts (the "Contracts") , described in the Registration Statements.

I have examined the Amended Articles of Incorporation and Amended Bylaws of USAA
Life and such corporate  records and other documents and such laws as I consider
necessary and appropriate as a basis for the opinion  hereinafter  expressed.  I
have examined the Registration Statements filed with the Securities and Exchange
Commission  in  connection  with  the  registration  under  the  1933  Act of an
indefinite  number  of  Units.  I am  familiar  with the  proceedings  taken and
proposed to be taken in connection with the authorization, issuance, and sale of
the Units.  On the basis of my examination of these documents and such laws that
I consider appropriate, it is my opinion that:

      1.   USAA Life is a corporation  duly organized and validly existing under
           the laws of Texas;
      2.   The Separate Accounts were duly created pursuant to the provisions of
           Chapter 3, Section 1152 of the Texas Insurance Code;
      3.   Under  Texas  law,  the  income,  gains and  losses,  whether  or not
           realized,  from assets  allocated  to the Separate  Accounts  must be
           credited to or charged  against such Accounts  without  regard to the
           other income, gains, or losses of USAA Life;
      4.   The portion of the assets held in the Separate  Accounts equal to the
           reserves and other  liabilities under the Contracts is not chargeable
           with  liabilities  arising  out of any other  business  USAA Life may
           conduct; and
      5.   The Contracts have been duly authorized by USAA Life and, when issued
           in the manner  contemplated  by the  post-effective  amendment to the
           Registration Statements,  the Units therein constitute validly issued
           and binding  obligations of USAA Life in accordance with the terms of
           the Contracts.

I  hereby  consent  to  the  filing  of  this  opinion  as  an  Exhibit  to  the
post-effective Amendments to the Registration Statements and to the reference to
me under the caption "Legal Matters" in the Statement of Additional  Information
contained in the post-effective amendments to the Registration Statements.

Respectfully submitted,


Mark S. Howard
Senior Vice President, Secretary and Counsel
USAA Life Insurance Company