Form 485BPOS BERNSTEIN SANFORD C FUND

January 28, 2022 4:32 PM EST

Consent of Independent Registered Public Accounting Firm

We consent to the references to our firm under the captions “Financial Highlights” in the Prospectus and “Custodian, Transfer Agent, Counsel, Independent Registered Public Accounting Firm and Financial Statements” in the Statement of Additional Information, each dated January 28, 2022, and each included in this Post-Effective Amendment No. 32 to the Registration Statement (Form N-1A, File No. 333-82336) of Sanford C. Bernstein Fund II, Inc. (the “Registration Statement”).

We also consent to the incorporation by reference of our report dated November 24, 2021, with respect to the financial statements and financial highlights of Intermediate Duration Institutional Portfolio (the only series comprising Sanford C. Bernstein Fund II, Inc.) included in the Annual Report to Shareholders (Form N-CSR) for the year ended September 30, 2021, into this Registration Statement, filed with the Securities and Exchange Commission. 

/s/ Ernst & Young LLP

New York, New York

January 28, 2022

Exhibit (j)(2)

CONSENT OF WILLKIE FARR & GALLAGHER LLP

We hereby consent to the reference to our firm included in the statement of additional information of Sanford C. Bernstein Fund II, Inc. filed as part of Post-Effective Amendment No. 32 to the Registration Statement (File No. 333-82336) and to the use of our opinion of counsel, incorporated by reference to Exhibit (i) to Post-Effective Amendment No. 6 to the Registration Statement on Form N-1A (File No. 333-82336).

 

/s/ Willkie Farr & Gallagher LLP

Willkie Farr & Gallagher LLP

New York, New York

January 28, 2022



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