[LETTERHEAD OF BALLARD SPAHR ANDREWS & INGERSOLL, LLP]





                                                     May 18, 2006


The Thai Fund, Inc.
1221 Avenue of the Americas, 5th Floor
New York, New York  10020

          Re:  The Thai Fund, Inc., a Maryland corporation (the "Fund") -
               Registration Statement on Form N-2 (Securities Act File No.
               333-132525 and Investment Company Act File No. 811-05348), as
               amended (the "Registration Statement"), pertaining to 4,150,810
               shares (the "Shares") of the common stock of the Fund, par value
               $0.01 per share ("Common Stock")
               ----------------------------------------------------------------

Ladies and Gentlemen:

     We have acted as Maryland corporate counsel to the Fund in connection with
the registration of the Shares under the Securities Act of 1933, as amended (the
"Securities Act"), by the Fund pursuant to the Registration Statement, which was
originally filed with the Securities and Exchange Commission (the "Commission")
on or about March 17, 2006. The Shares are to be issued pursuant to the exercise
of rights (the "Rights") issued to the stockholders of record of outstanding
shares of Common Stock of the Fund as of the close of business on May 23, 2006
and entitle such stockholders to purchase one share of the Common Stock of the
Fund for each four Rights held. You have requested our opinion with respect to
the matters set forth below.

     In our capacity as Maryland corporate counsel to the Fund and for the
purposes of this opinion, we have examined originals, or copies certified or
otherwise identified to our satisfaction, of the following documents
(collectively, the "Documents"):

     (i)  the corporate charter of the Fund, represented by Amended Articles of
          Incorporation filed with the State Department of Assessments and
          Taxation of Maryland (the "Department") on October 13, 1987 and
          Articles of Amendment filed with the Department on May 25, 1989
          (collectively, the "Charter");

     (ii) the Amended and Restated Bylaws of the Fund dated July 31, 2003 (the
          "Bylaws");



BALLARD SPAHR ANDREWS & INGERSOLL, LLP

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May 18, 2006
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     (iii) the Unanimous Consent of Directors, dated as of September 16, 1987
           (the "Organizational Resolutions");

     (iv) Resolutions adopted by the Board of Directors of the Fund, or
          committees thereof dated as of February 27, 2006 and April 25, 2006
          (collectively, the "Directors' Resolutions");

     (v)  the Registration Statement;

     (vi) a status certificate of the Department, dated May 17, 2006, to the
          effect that the Fund is duly incorporated and existing under the laws
          of the State of Maryland;

    (vii) a certificate of Amy R. Doberman, the Vice President of the Fund, and
          Stefanie V. Chang, the Vice President of the Fund, of even date
          herewith (the "Officers' Certificate"), to the effect that, among
          other things, the Charter, the Bylaws, the Organizational Resolutions
          and the Directors' Resolutions are true, correct and complete, and
          that the Charter, the Bylaws, the Organizational Minutes and the
          Directors' Resolutions have not been rescinded or modified and are in
          full force and effect as of the date of the Officers' Certificate, and
          certifying, among other things, as to the manner of adoption of the
          Directors' Resolutions, the number of issued and outstanding shares of
          Common Stock, and the authorization for issuance of the Shares; and

   (viii) such other laws, records, documents, certificates, opinions and
          instruments as we have deemed necessary to render this opinion,
          subject to the limitations, assumptions and qualifications noted
          below.

     In reaching the opinions set forth below, we have assumed the following:

     (a)  each person executing any of the Documents on behalf of any party
          (other than the Fund) is duly authorized to do so;

     (b)  each natural person executing any of the Documents is legally
          competent to do so;

     (c)  the Officers' Certificate and all other certificates submitted to us
          are true and correct when made and as of the date hereof and without
          regard to any knowledge qualifiers contained therein;



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The Thai Fund, Inc.
May 18, 2006
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     (d)  any of the Documents submitted to us as originals are authentic; the
          form and content of any Documents submitted to us as unexecuted drafts
          do not differ in any respect relevant to this opinion from the form
          and content of such documents as executed and delivered; any of the
          Documents submitted to us as certified, facsimile or photostatic
          copies conform to the original document; all signatures on all of the
          Documents are genuine; all public records reviewed or relied upon by
          us or on our behalf are true and complete; all representations,
          certifications, statements and information contained in the Documents
          are true and complete; there has been no modification of, or amendment
          to, any of the Documents, and there has been no waiver of any
          provision of any of the Documents by action or omission of the parties
          or otherwise; and

     (e)  no action will be taken by the Fund between the date hereof and the
          date of issuance of the Shares which will result in the total number
          of shares of Common Stock of the Fund issued and outstanding, after
          giving effect to the issuance of the Shares, exceeding the total
          number of shares of Common Stock that the Fund is authorized to issue
          under its Charter.

     Based on the foregoing, and subject to the assumptions and qualifications
set forth herein, it is our opinion that, as of the date of this letter:

     (1)  The Fund is a corporation duly incorporated and validly existing as a
          corporation in good standing under the laws of the State of Maryland.

     (2)  The Shares have been duly authorized for issuance by the Fund, and
          when such Shares are issued and delivered by the Fund, as contemplated
          by the Registration Statement, in exchange for payment of the
          consideration therefore as described in the Directors' Resolutions and
          the Registration Statement, such Shares will be duly authorized,
          validly issued, fully paid and non-assessable.

     The foregoing opinion is limited to the laws of the State of Maryland, and
we do not express any opinion herein concerning any other law. We express no
opinion as to the applicability or effect of the Investment Company Act of 1940,
the Securities Act or any other federal or state securities laws, including the
securities laws of the State of Maryland, or as to federal or state laws
regarding fraudulent transfers. To the extent that any matter as to which our
opinion is expressed herein would be governed by any jurisdiction other than the
State of Maryland, we do not express any opinion on such matter.

     This opinion letter is issued as of the date hereof and is necessarily
limited to laws now in effect and facts and circumstances presently existing and
brought to our attention. We assume no obligation to supplement this opinion
letter if any applicable laws change after the



BALLARD SPAHR ANDREWS & INGERSOLL, LLP

The Thai Fund, Inc.
May 18, 2006
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date hereof, or if we become aware of any facts or circumstances that now exist
or that occur or arise in the future and may change the opinions expressed
herein after the date hereof.

     Clifford Chance US LLP may rely upon this opinion, in its capacity as
securities counsel to the Fund, in connection with the filing of the
Registration Statement and in rendering its opinion to the Fund in connection
therewith.

     We consent to your filing this opinion as an exhibit to the Registration
Statement. We also consent to the identification of our firm as Maryland counsel
to the Fund in the section of the Registration Statement entitled "Legal
Matters." 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 Securities
Act.


                                 Very truly yours,

                                 /s/ Ballard Spahr Andrews & Ingersoll, LLP