Exhibit 5
| | |
TIAA-CREF Life Insurance Company | | Meredith Kornreich |
| | General Counsel |
730 Third Avenue | | (212) 490-9000 x 6973 |
New York, New York 10017-3206 | | (212) 916-6121 Fax |
| | mkornreich@tiaa-cref.org |
April 23, 2010
Board of Directors
TIAA-CREF Life Insurance Company
730 Third Avenue
New York, New York 10017-3206
| | |
Re: | | Post-Effective Amendment No. 2 to the |
| | registration Statement on Form S-1 |
| | to be effective May 1, 2009 |
| | for the Investment Horizon Annuity contracts. |
Ladies and Gentlemen:
This opinion is furnished in connection with the filing by TIAA-CREF Life Insurance Company of the above-referenced Registration Statement under the Securities Act of 1933 for the Investment Horizon Annuity contracts (the “Contracts”) offered by the Company. I have examined, or persons on my staff or the Corporate Secretary’s office have examined such documents and laws as I considered necessary and appropriate. On the basis of such examination, it is my opinion that:
| 1. | TIAA-CREF Life Insurance Company is a stock life insurance company duly organized and validly existing under the laws of the State of New York and has been duly authorized by the Insurance Department of the State of New York to issue annuity contracts such as the Investment Horizon Annuity contracts. |
| 2. | To the extent New York State law governs, the Contracts have been duly authorized by TIAA-CREF Life and, when issued as contemplated by the Registration Statement, will constitute legal, validly issued and binding obligations of TIAA-CREF Life enforceable in accordance with their terms, subject, as to enforceability, to applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or other laws affecting creditors’ rights generally from time to time in effect and to general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law). |
I hereby consent to the use of this opinion as an exhibit to said Post-effective Amendment No. 1 to the Registration Statement, and to the reference to my name under the heading “Legal Matters” in the Statement of Additional Information.
|
Sincerely, |
/s/ Meredith Kornreich |
Meredith Kornreich |
General Counsel |