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Exhibit 5
[FAEGRE & BENSON LLP LETTERHEAD]
August 8, 2000
ReliaStar Financial Corp.
20 Washington Avenue South
Minneapolis, Minnesota 55401
Ladies and Gentlemen:
In connection with the Registration Statement on Form S-8 (the
"Registration Statement") relating to the offering of up to 46,309 shares of
common stock, par value $.01 per share, of ReliaStar Financial Corp. (the
"Company"), pursuant to the Lexington Global Asset Managers, Inc. 1995 Long Term
Incentive Plan (the "Plan") and the Agreement and Plan of Merger dated as of
February 28, 2000, as amended, among the Company, Pilgrim Capital Corporation,
Pilgrim Lexington Acquisition Corp., and Lexington Global Asset Managers, Inc.)
the "Merger Agreement"), we have examined such corporate records and other
documents, including the Plan and the Merger Agreement, and have reviewed such
matters of law, as we have deemed relevant hereto, and, based upon such
examination and review, it is our opinion that all necessary corporate action on
the part of the Company has been taken to authorize the issuance and sale of
such shares of common stock by the Company, and that, when issued and sold as
contemplated in the Plan and the Merger Agreement, such shares will be legally
issued, fully paid, and non-assessable under the current laws of the State of
Delaware.
We consent to the filing of this opinion as an exhibit to the Registration
Statement.
Very truly yours,
/s/ Faegre & Benson LLP
FAEGRE & BENSON LLP
