EX-16.(5) 2 a2035452zex-16_5.txt EX 16(5) LEGAL OPINION [ING LOGO] AMERICAS US Legal Services MICHAEL A. PIGNATELLA COUNSEL (860) 273-0261 FAX: (860) 273-9407 PignatellaM@ING-AFS.com April 4, 2001 Securities and Exchange Commission 450 Fifth Street N.W. Washington, DC 20549 RE: AETNA LIFE INSURANCE AND ANNUITY COMPANY POST-EFFECTIVE AMENDMENT NO. 2 TO REGISTRATION STATEMENT ON FORM S-2 PROSPECTUS TITLE: AETNA MULTI-RATE ANNUITY FILE NO.: 333-48774 Dear Sirs: As Counsel of Aetna Life Insurance and Annuity Company (the "Company"), I have represented the Company in connection with the Aetna Multi-Rate Annuity (the "Multi-Rate Annuity"), and the Form S-2 Registration Statement relating to the Multi-Rate Annuity. In connection with this opinion, I have reviewed the Post-Effective Amendment No. 2 to the Registration Statement on Form S-2 for the Multi-Rate Annuity, including the prospectus, and relevant proceedings of the Board of Directors. Based upon this review, and assuming the securities represented by the Multi-Rate Annuity are issued in accordance with the provisions of the prospectus, I am of the opinion that the securities, when sold, will have been legally issued, and will constitute a legal and binding obligation of the Company. I further consent to the use of this opinion as an exhibit to Post-Effective Amendment No. 2 to the Registration Statement. Sincerely, /s/ Michael A. Pignatella Michael A. Pignatella Hartford Site ING North America Insurance Corporation 151 Farmington Avenue, TS31 Hartford, CT 06156-8975