Exhibit 5
November 10, 2000
The Board of Directors
Carlisle Companies Incorporated
250 South Clinton Street; Suite 201
Syracuse, NY 13202-1258
Dear Board of Directors:
I have acted as Counsel for Carlisle Companies Incorporated (the
"Company") in connection with the proposed issuance of up to 1,000,000 shares of
its Common Stock, $1.00 par value, under its Executive Incentive Program (the
"Program") pursuant to a Registration Statement on Form S-8 filed with the
Securities and Exchange Commission (the "Registration Statement").
In connection with the opinions set forth below, I have examined such
records and documents and have made such investigations of law and fact as I
have deemed necessary.
Based upon the foregoing, it is my opinion that the shares of Common Stock
which may be issued or transferred or sold pursuant to the Program will, when
issued, delivered and paid for, be legally issued, fully paid and nonassessable.
I hereby consent to the filing of this opinion as Exhibit 5 to the
Registration Statement and to the references to me in the Registration
Statement.
Very truly yours,
/s/ Steven J. Ford
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Steven J. Ford
Vice President, Secretary and General Counsel
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