EXHIBIT 5

                                  May 10, 1994

The Board of Directors
Spelling Entertainment Group Inc.
5700 Wilshire Blvd.
Los Angeles, CA 90036

RE: REGISTRATION STATEMENT ON FORM S-3

Ladies and Gentlemen:

    We  have  acted  as  counsel  to  Spelling  Entertainment  Group  Inc.  (the
"Company") in connection  with the  preparation of a  registration statement  on
Form S-3 (the "Registration Statement"), filed under the Securities Act of 1933,
as  amended  (the "Act"),  for the  purpose of  registering 825,400  shares (the
"Shares") of common  stock, $.10  par value, of  the Company.  We have  examined
originals,  or copies certified or otherwise  identified to our satisfaction, of
such corporate and other records, instruments, certificates and other  documents
as we have deemed necessary for the purpose of this opinion.

    Based  on the foregoing, we are of the opinion that the Shares, when issued,
will constitute legally issued, fully  paid and non-assessable shares of  common
stock, $.10 par value, of the Company.

    We  hereby  consent to  the  filing of  this opinion  as  an exhibit  to the
Registration Statement. In  giving this  consent, we do  not admit  that we  are
within  the category of  persons whose consent  is required by  Section 7 of the
Act.

Very truly yours,

ECKERT SEAMANS CHERIN & MELLOTT