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                                                                       EXHIBIT 2
 
                                                         September 23, 1998
 
MONY Life Insurance Company of America
1740 Broadway
New York, New York 10019
 
Gentlemen:
 
     In my capacity as Vice President and Deputy General Counsel of The Mutual
Life Insurance Company of New York, I have supervised the preparation and review
of the Registration Statement on Form S-6 (Registration No. 333-      ) filed by
MONY Life Insurance Company of America ("MONY America") with the Securities and
Exchange Commission under the Securities Act of 1933 for the registration of
last survivor flexible premium variable life insurance policies ("Policies") to
be issued by MONY America, the premium payments for which may be allocated by
purchasers of the Policies to MONY America Variable Account L ("Account"), I am
familiar with the establishment of the Account by the Board of Directors of MONY
America on February 19, 1985 as a separate account under the laws of the State
of Arizona.
 
     My opinion is as follows:
 
          1. MONY America has been duly organized under the laws of the State of
     Arizona, is a validly existing corporation, and has been duly authorized to
     issue the Policies.
 
          2. The Account has been duly created and is validly existing as a
     separate account pursuant to the aforesaid provisions of Arizona law.
 
          3. The portion of the assets to be held in the Account equal to the
     reserve and other liabilities for variable benefits under the Policies is
     not chargeable with liabilities arising out of any other business MONY
     America may conduct.
 
          4. The Policies, when issued as contemplated by the Registration
     Statement, will be legal, validly issued, and binding obligations of MONY
     America in accordance with their terms.
 
     In arriving at the foregoing opinion, I have made such examination of law
and examined such records and other documents as I judged to be necessary or
appropriate.
 
     I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to it under the caption "Legal
Matters" in the Prospectus contained in the Registration Statement.
 
                               Very truly yours,
 
                                          /s/ Edward P. Bank
                                          Edward P. Bank
                                          Vice President and Deputy General
                                          Counsel