DECHERT PRICE & RHOADS
                      1500 K STREET, N.W.
                  WASHINGTON, D.C.  20005-1208
 
                        April 22, 1996
 
Emerging Markets Growth Fund, Inc.
11100 Santa Monica Boulevard
Los Angeles, CA  90025
 
Dear Sirs:
 
     We have acted as counsel to Emerging Markets Growth Fund, Inc., a Maryland
corporation (the "Fund"), and we have a general familiarity with the Fund's
business operations, practices and procedures.  You  have asked for our opinion
regarding the issuance of shares of common stock by the Fund in connection with
the acquisition by the Fund of the assets of New World Investment Fund which
will be registered on a Form N-14 Registration Statement (the "Registration
Statement") to be filed by the Fund with the Securities and Exchange
Commission.
 
     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.
 
     On the basis of the foregoing, we are of the opinion that the shares of
common stock of the Fund being registered under the Securities Act of 1933 in
the Registration Statement will be legally and validly issued, fully paid and
non-assessable, upon transfer of the assets of New World Investment Fund
pursuant to the terms of the Agreement and Plan or Reorganization included in
the Registration Statement.
 
     We hereby consent to the filing of this opinion with and as part of the
Registration Statement.
 
                              Very truly yours,
                             \s\ DECHERT PRICE & RHOADS