August 28, 2002

Emerging Markets Growth Fund, Inc.
11100 Santa Monica Boulevard
Los Angeles, CA  90025

Re: Emerging Markets Growth Fund, Inc.
    Registration Statement on Form N-1A
    (Registration Nos. 333-74995 and 811-04692)

Dear Sirs:

We have acted as counsel to Emerging Markets Growth Fund, Inc., a corporation
organized under the laws of the State of Maryland (the "Fund") and registered
with the Securities and Exchange Commission (the "Commission") as a management
investment company under the Investment Company Act of 1940, as amended, in
connection with the above-referenced Registration Statement on Form N-1A
("Registration Statement"), including amendments thereto, relating to the
issuance and sale by the Fund of shares of common stock under the Securities
Act of 1933, as amended.

We have examined originals or certified copies, or copies otherwise identified
to our satisfaction as being true copies, of various corporate records of the
Fund and such other instruments, documents and records as we have deemed
necessary in order to render this opinion.  We have assumed the genuineness of
all signatures, the authenticity of all documents examined by us and the
correctness of all statements of fact contained in those documents.
Based upon the foregoing, we are of the opinion that the shares proposed to be
sold pursuant to the Fund's Registration Statement, when paid for as
contemplated in the Fund's Registration Statement, will be legally and validly
issued, fully paid and non-assessable. We hereby consent to the filing of this
opinion as an exhibit to Post-Effective Amendment No. 5 to the Fund's
Registration Statement, to be filed with the Securities and Exchange
Commission, and to the use of our name in the Statement of Additional
Information to be filed as part of the Fund's Registration Statement to be
dated as of August 28, 2002, and in any revised or amended versions thereof
under the caption "Independent Accountants and Legal Counsel."  In giving such
consent, however, we do not admit that we are within the category of persons
whose consent is required by Section 7 of the Securities Act of 1933, as
amended, and the rules and regulations thereunder.

 Very truly yours,
 Dechert