Exhibit (n)(ii)

[Sutherland Asbill & Brennan LLP]

                   CONSENT OF SUTHERLAND ASBILL & BRENNAN LLP

We consent to the reference to our firm in the statement of additional
information included in Post-Effective Amendment No. 17 to the Registration
Statement on Form N-6 for MetFlex, issued through the Metropolitan Life Separate
Account UL (File No. 033-57320). In giving this consent, we do not admit that we
are in the category of persons whose consent is required under Section 7 of the
Securities Act of 1933.

                                                 SUTHERLAND ASBILL & BRENNAN LLP


                                                 By: /s/  Mary E. Thornton
                                                     ---------------------------
                                                     Mary E. Thornton, Esq.

Washington, D.C.
April 26, 2005