October 28, 2003





American Skandia Life Assurance Corporation
One Corporate Drive
Shelton, Connecticut  06484


         RE:      Registration Statement on Form S-2
                  filed by American Skandia Life Assurance Corporation, Registrant
                  Securities Act Registration No. 333-___________


Dear Sir/Madam:

I have acted as Counsel to American  Skandia Life  Assurance  Corporation  (the  "Company"),  a Connecticut  insurance  company,  in
connection with the  registration  of certain  securities  with the Securities and Exchange  Commission  under the Securities Act of
1933, as amended, in the form of a market value adjustable fixed investment option (the "Contracts") issued by the Company.

I have examined or caused to be examined such documents  (including the Form S-2  registration  statement) and reviewed or caused to
be reviewed such questions of law as I considered  necessary and appropriate,  and on the basis of such  examination and review,  it
is my opinion that:

1.       The Company is a corporation  duly organized and validly  existing as a stock life insurance  company under the laws of the
     State of Connecticut and is duly authorized by the Insurance Department of the State of Connecticut to issue the Contracts.
2.       The Contracts,  when issued as contemplated by the Form S-2 Registration  Statement,  will constitute legal, validly issued
     and binding obligations of the Company.

I hereby consent to the filing of this opinion as an exhibit to the Form S-2 registration statement for the Contracts.


                                                     Sincerely yours,


                                                     /s/ Laura K. Kealey


                                                     Laura K. Kealey
                                                     Counsel