Wilmer, Cutler & Pickering
                               2445 M Street, N.W.
                           Washington, D.C. 20037-1420
                            Telephone (202) 663-6000
                            Facsimile (202) 663-6363
                                 WWW. WILMER.COM

                                February 27, 2003

Lord Abbett Affiliated Fund, Inc.
90 Hudson Street
Jersey City, NJ 07302-3972

Dear Sirs:

     You have requested our opinion in connection with your filing of Amendment
No. 90 to the Registration Statement on Form N-1A (the "Amendment") under the
Investment Company Act of 1940, as amended, of Lord Abbett Affiliated Fund,
Inc., a Maryland corporation (the "Company"), and in connection therewith your
registration of Class A, B, C, P, and Y shares of capital stock, with a par
value of $.001 each, of the Company (collectively, the "Shares").

     We have examined and relied upon originals, or copies certified to our
satisfaction, of such company records, documents, certificates, and other
instruments as in our judgment are necessary or appropriate to enable us to
render the opinion set forth below.

     We are of the opinion that the Shares issued in the continuous offering
have been duly authorized and, assuming the issuance of the Shares for cash at
net asset value and receipt by the Company of the consideration therefor as set
forth in the Amendment and that the number of shares issued does not exceed the
number authorized, the Shares will be validly issued, fully paid, and
nonassessable.

     We express no opinion as to matters governed by any laws other than Title 2
of the Maryland Code: Corporations and Associations. We consent to the filing of
this opinion solely in connection with the Amendment. In giving such consent, we
do not hereby admit that we come within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended, or the rules
and regulations of the Securities and Exchange Commission thereunder.

                                              Very truly yours,

                                              WILMER, CUTLER & PICKERING


                                              By: /s/ Robert G. Bagnall
                                                 -------------------------------
                                                  Robert G. Bagnall, a partner