A heat-dissipating member sandwiched between a heat dissipating electronic component which reaches a higher temperature than room temperature due to operation, and a heat-dissipating component for dissipating the heat produced from this heat dissipating electronic component. The heat-dissipating member of this invention has an interlayer comprising a metal foil and/or metal mesh having a thickness of 1-50 m and heat conductivity of 10-500 W/mK, and a layer comprising a thermally-conducting composition containing 100 wt parts of a silicone resin and 1,000-3,000 wt parts of a thermally-conducting filler formed on both surfaces of the interlayer such that the overall thickness is within the range of 40-500 m. This heat-dissipating member is non-fluid at room temperature, but due to the action of heat emitted when the electronic component operates, its viscosity decreases, and it softens or melts based on the phase transition of the resin and low melting point metal so that it is effectively in intimate contact with the boundary between the electronic component and heat-dissipating component without any gaps. The thermally-conducting filler contains a low melting point metal powder (1) having a melting temperature of 40-250 C. and a particle diameter of 0.1-100 m, together with a thermally-conducting powder (2) having a melting temperature exceeding 250 C. and an average particle diameter of 0.1-100 m, such that (1)/[(1)+(2)]=0.2-1.0.