EXHIBIT 2. (A)(B)

                    Opinion and Consent of Donald R. Stading

                                   Ameritas Variable Life Insurance Company Logo





April 5, 2002




Ameritas Variable Life Insurance Company
5900 "O" Street
Lincoln, Nebraska 68510

Gentlemen:

With  reference  to the  Post-Effective  Amendment  No.  3 to  Registration  No.
333-95163  on Form S-6 filed by Ameritas  Variable  Life  Insurance  Company and
Ameritas  Variable Life Insurance Company Separate Account V with the Securities
and Exchange  Commission  covering flexible premium life insurance  policies,  I
have  examined  such  documents  and such  laws as I  considered  necessary  and
appropriate, and on the basis of such examination, it is my opinion that:

   1.    Ameritas  Variable Life Insurance Company is duly organized and validly
         existing  under  the laws of the  State of  Nebraska  and has been duly
         authorized  by the  Insurance  Department  of the State of  Nebraska to
         issue variable life policies.

   2.    Ameritas  Variable Life Insurance  Company Separate Account V is a duly
         authorized and existing  separate account  established  pursuant to the
         provisions  of  Section  44-402.01  of the  Statutes  of the  State  of
         Nebraska.

   3.    The  flexible   premium   variable  life   policies,   when  issued  as
         contemplated by said Form S-6 Registration  Statement,  will constitute
         legal, validly issued and binding obligations of Ameritas Variable Life
         Insurance Company.

I  hereby  consent  to  the  filing  of  this  opinion  as  an  exhibit  to  the
Post-Effective  Amendment No. 3 to said Form S-6  Registration  Statement and to
the use of my name under the caption "Legal Matters" in the Prospectus contained
in the Registration Statement.

Sincerely,

/S/ Donald R. Stading

Donald R. Stading
Secretary and General Counsel