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DECHERT PRICE & RHOADS
1775 Eye Street, N.W.
Washington, DC 20006
(202) 261-3300
July 31, 2000
The Coventry Group
3435 Stelzer Road
Columbus, OH 43219
Re: The Coventry Group - The Shelby Fund
Dear Sirs:
We have acted as counsel for The Coventry Group ("Registrant")
and its series, The Shelby Fund ("Fund"), and are familiar with Registrant's
registration statement with respect to the Fund under the Investment Company Act
of 1940, as amended, and with the registration statement relating to its shares
under the Securities Act of 1933, as amended (collectively, "Registration
Statement"). Registrant is organized as a business trust under the laws of
Massachusetts.
We have examined Registrant's Declaration of Trust and other
materials relating to the authorization and issuance of shares of beneficial
interest of Registrant, Post-Effective Amendment No. 73 to the Registration
Statement and such other documents and matters as we have deemed necessary to
enable us to give this opinion.
Based upon the foregoing, we are of the opinion that the
Fund's shares proposed to be sold pursuant to Post-Effective Amendment No. 73 to
the Registration Statement, when it is made effective by the Securities and
Exchange Commission, will have been validly authorized and, when sold in
accordance with the terms of such Amendment and the requirements of applicable
federal and state law and delivered by Registrant against receipt of the net
asset value of the shares of the Fund and its classes of shares, as described in
Post-Effective Amendment No. 73 to the Registration Statement, will have been
legally and validly issued and will be fully paid and non-assessable by
Registrant.
We hereby consent to the filing of this opinion as an exhibit
to Post-Effective Amendment No. 73 to the Registration Statement, to be filed
with the Securities and Exchange Commission in connection with the continuous
offering of the Fund's shares of beneficial interest, as indicated above, and to
references to our firm, as counsel to Registrant, in the Fund's prospectus and
Statement of Additional Information to be dated as of the effective date of
Post-Effective Amendment No. 73 to the Registration Statement and in any revised
or amended versions thereof, until such time as we revoke such consent.
Very truly yours,
/s/ Dechert Price & Rhoads
