We hereby consent to the use of our name and to the references to our Firm under the caption “Legal Matters” in the Statement of Additional Information included in Post-Effective Amendment No. 42 to the Registration Statement on Form N-6 under the Securities Act of 1933, as amended (the “1933 Act”), of Great West Executive Benefits Registered VUL II (File No. 333-70963). In giving such consent, however, we do not admit that we are within the category of persons whose consent is required under Section 7 of the 1933 Act or the rules and regulations of the Securities and Exchange Commission thereunder.