1
                                                                    Exhibit 11

                                                            April 6, 2000

The Travelers Insurance Company
The Travelers Fund UL III for Variable Life Insurance
One Tower Square
Hartford, Connecticut 06183

Gentlemen:

      With reference to the Registration Statement, File No. 333-94779, on Form
S-6 filed by The Travelers Insurance Company and The Travelers Fund UL III for
Variable Life Insurance with the Securities and Exchange Commission covering
variable life insurance policies, I have examined such documents and such law as
I have considered necessary and appropriate, and on the basis of such
examination, it is my opinion that:

      1.      The Travelers Insurance Company is duly organized and
              existing under the laws of the State of Connecticut and has
              been duly authorized to do business and to issue variable
              life insurance policies by the Insurance Commission of the
              State of Connecticut.

      2.      The Travelers Fund UL III for Variable Life Insurance is a
              duly authorized and validly existing separate account
              established pursuant to Section 38a-433 of the Connecticut
              General Statutes.

      3.      The variable life insurance policies covered by the above
              Registration Statement, will be approved and authorized by
              the Insurance Commissioner of the State of Connecticut and
              when issued will be valid, legal and binding obligations of
              The Travelers Insurance Company and The Travelers Fund UL
              III for Variable Life Insurance.

      4.      Assets of The Travelers Fund UL III for Variable Life
              Insurance are not chargeable with liabilities arising out of
              any other business The Travelers Insurance Company may
              conduct.

            I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to this opinion under the caption
"Legal Proceedings and Opinion" in the Prospectus constituting a part of the
Registration Statement.

                                               Very truly yours,

                                               /s/Kathleen A. McGah
                                               Deputy General Counsel
                                               The Travelers Insurance Company