Exhibit 11

                                          KATHLEEN A. MCGAH
                                          Deputy General Counsel
                                          Legal Division - 8 MS
                                          Telephone: (860) 277-7389
                                          Fax: (860) 277-0842

                                             October 15, 2001

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. 333-64364, 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, and all pre- and post-effective
                amendments relating thereto, 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
above-referenced 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