Pepper Hamilton LLP
--------- Attorneys at Law


3000 Two Logan Square
Eighteenth and Arch Streets
Philadelphia, PA  19103-2799
215.981.4000
Fax 215.981.4750


                                  April 1, 2010



Touchstone Mazama Growth Fund
Touchstone Funds Group Trust
303 Broadway
Suite 1100
Cincinnati, Ohio 45202

      Re:   Touchstone Funds Group Trust

Ladies and Gentlemen:

      We have acted as counsel to Touchstone Funds Group Trust, a statutory
trust formed under the laws of the State of Delaware (the "Trust"), in
connection with the proposed reorganization of the Touchstone Mazama
Institutional Growth Fund, a series of Touchstone Institutional Funds Trust,
into the Touchstone Mazama Growth Fund (the "Fund"), a series of the Trust,
pursuant to an Agreement and Plan of Reorganization (the "Reorganization
Agreement"). The aforementioned proposed transaction is referred to herein as
the "Reorganization."

      This opinion relates to shares of beneficial interest of the Trust (the
"Shares") (par value $0.01 per Share) to be issued by the Fund in the
Reorganization, and is furnished in connection with filing with the Securities
and Exchange Commission ("SEC") the Trust's Registration Statement on Form N-14
under the Securities Act of 1933, as amended (the "Registration Statement").

      In rendering the opinion hereinafter set forth, we have considered such
legal and factual matters as we have deemed necessary and have assumed that: (i)
all documents submitted to us as originals are authentic, the signatures thereon
are genuine and the persons signing the same were of legal capacity; (ii) all
documents submitted to us as copies conform to the original documents and that
such originals are authentic; (iii) all certificates of public officials upon
which we have relied have been duly and properly given and that any public
records reviewed by us are complete and accurate; and (iv) the Shares will be
issued in accordance with the Trust's Amended and Restated Agreement and
Declaration of Trust, the Trust's By-Laws, and resolutions of the Trust's Board
of Trustees, which are incorporated by reference into the Amended and Restated
Agreement and Declaration of Trust by its terms, relating to the creation,
authorization and issuance of the Shares. For the purpose of rendering the
opinion set forth herein, we have also reviewed the Certificate of Trust of the
Trust, as corrected April 21, 2009, which we have assumed is complete, accurate
and in full force and effect as so corrected and also have made other
assumptions that are customary in opinion letters of this kind.



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Pepper Hamilton LLP
--------- Attorneys at Law

Touchstone Funds Group Trust
Page 2
April 1, 2010



      Our opinion, as set forth herein, is limited to the federal laws of the
United States of America and the laws of the State of Delaware that, in our
experience, generally are applicable to the issuance of shares by entities such
as the Trust.

      The Reorganization Agreement described in the Registration Statement was
approved on February 18, 2010, by the Trust's Board of Trustees.

      On the basis of and subject to the foregoing, we are of the opinion that:

      1. Upon the satisfaction of the conditions contained in the Reorganization
Agreement, the Shares that the Fund issues pursuant to the Reorganization
Agreement will be duly and validly issued, fully paid and non-assessable; and

      2. The Shares have been duly authorized for issuance by the Trust.

      This opinion is rendered solely in connection with the filing of the
Registration Statement. We hereby consent to the filing of this opinion as an
exhibit to the Registration Statement. However, this consent does not constitute
a consent under section 7 of the Securities Act of 1933, and in so consenting we
have not certified any part of the Registration Statement and we do not
otherwise come within the categories of persons whose consent is required under
section 7 or under the rules and regulations of the SEC issued thereunder.

                                                    Very truly yours,

                                                    /s/ Pepper Hamilton LLP

                                                    Pepper Hamilton LLP