[LOGO OF EVERSHEDS SUTHERLAND]
                                       EVERSHEDS SUTHERLAND (US) LLP
                                       1114 Avenue of the Americas, 40th Floor
                                       New York, NY 10036-7703

                                       D: +1 212.389.5080
                                       F: +1 212.389.5099

                                       dodiekent@
                                       eversheds-sutherland.com

November 16, 2017

VIA EDGAR TRANSMISSION
______________________

U.S. Securities and Exchange Commission
100 F Street, NE
Washington, DC 20549

    RE: REGISTRATION STATEMENT ON FORM S-3 FOR
        BRIGHTHOUSE LIFE INSURANCE COMPANY
        BRIGHTHOUSE RETIREMENT ACCOUNT LIQUIDITY BENEFIT

Dear Commissioners:

On behalf of Brighthouse Life Insurance Company (the "Company"), we have
transmitted for filing under the Securities Act of 1933, as amended, an initial
registration statement on Form S-3 (the "New Registration Statement") for
certain fixed account annuitization options with a market value adjustment (the
"Liquidity Benefit") offered by the Company to owners of the Brighthouse
Retirement Account variable annuity contract.

The New Registration Statement has been filed to carry forward under Rule
415(a)(6) unsold securities for the Liquidity Benefit, which are currently
registered pursuant to a registration statement filed on Form S-3 (File
No. 333-201860) (the "Effective Registration Statement"). But for the
three-year limitation under Rule 415(a)(5) on the offer and sale of securities
that are offered and sold on a continuous basis, the Company would continue to
offer and sell the Liquidity Benefit under the Effective Registration Statement.

Compared to the Effective Registration Statement, the disclosure in the New
Registration Statement has been updated as necessary and has not materially
changed. The Company requests that the Securities and Exchange Commission (the
"Commission") declare the New Registration Statement effective May 1, 2018 or
as soon as practical thereafter. Following review by the staff of the
Commission (the "Staff"), the Company plans to file a pre-effective amendment
in April 2018 addressing the Staff's comments, if any; incorporating the
required financial statements, the auditor's consent, the required exhibits,
and the otherwise omitted information; and making any clarifying or stylistic
changes to the disclosure that the Company deems appropriate.

Please contact the undersigned at the above number if you have any questions or
comments regarding this letter or the New Registration Statement. We greatly
appreciate the Staff's efforts in assisting the Company with this filing.

                                                  Sincerely,

                                                  /s/ Dodie C. Kent
                                                  ------------------------------
                                                  Dodie C. Kent

cc: Michele H. Abate, Brighthouse Financial
    Lindsey Edwards, Brighthouse Financial
    Ronald Coenen Jr., Eversheds Sutherland

Eversheds Sutherland (US) LLP is part of a global legal practice, operating
through various separate and distinct legal entities, under Eversheds
Sutherland. For a full description of the structure and a list of offices,
please visit www.eversheds-sutherland.com.