Sun Life Assurance Company of Canada (U.S.)

One Sun Life Executive Park

112 Worcester Street

Wellesley Hills, Massachusetts 02481

June 10, 2009

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549-0506

Re:	Sun Life of Canada (U.S.) Variable Account F ("Registrant")
	Sun Life Assurance Company of Canada (U.S.) ("Sun Life (U.S.)") ("Depositor")
	Post-Effective Amendment No. 23 to the Registration Statement on Form N-4
	(File Nos.  811-05846 and 333-83362)

Commissioners:

Conveyed herewith for filing pursuant to the Securities Act of 1933 (the "Act") and the Investment Company Act of 1940 is Post-Effective Amendment No. 23 (the "Amendment") to the above-captioned Registration Statement.  The Registration Statement registers the variable portion of an indefinite number of flexible payment deferred annuity contracts (the "Contracts") used in connection with retirement and deferred compensation plans.

This Amendment is being filed pursuant to Rule 485(a) under the Act for the purposes of discontinuing the offer of several optional living and death benefits, changing the rate of interest credited on certain purchase payments, and adding two new optional living benefit riders (the “New Living Benefit Riders”) to the Contracts. The New Living Benefit Riders consist of:

Income ON Demand III Escalator	A new version of the currently available “Income ON II Demand” living benefit.
Sun Income Riser	A new version of the currently available “Retirement Income Escalator II” living benefit.

Income ON Demand III Escalator will replace Income ON Demand II Escalator on Contracts issued in states that have approved this new rider.  In other states, until Sun Life (U.S.) obtains necessary state insurance department approvals of the new riders, the current version of Income ON Demand II Escalator will continue to be offered.

Sun Income Riser will replace Retirement Income Escalator II on Contracts issued in states that have approved this new rider.  In other states, until Sun Life (U.S.) obtains necessary state insurance department approvals of Sun Income Riser, the current version of Retirement Income Escalator II will continue to be offered.

On or after the effective date of the Amendment, all Contract Owners who purchase a Contract will have the opportunity of choosing to participate in one of the two New Living Benefit Riders, if approved in the state of issue and the state of residence.

The Amendment has been redlined to show changes made in the Registration Statement since Post-Effective Amendment No. 22.

Because the addition of the New Living Benefit Riders will not otherwise change the existing prospectus, we hereby request that the prospectus, which is a part of the Registration Statement, be given selective review.

The Amendment shares its prospectus with a registration statement filed on Form S-3 (File No. 333-156308).  The Form S-3 registration statement registers the guarantee periods of the Fixed Account described in the prospectus.  We anticipate making corresponding Form S-3 filing under Rule 424(b)(3) under the Act following the resolution of any Staff comments.

Please direct all questions and comments to the undersigned at (781) 263-6402 or to Elizabeth Love, Esquire at (781) 263-6302.

Respectfully yours,

/s/ Sandra M. DaDalt

Sandra M. DaDalt

Assistant Vice President & Senior Counsel

cc:     Elizabeth Love, Esquire

         Rebecca A. Marquigny, Esquire