BURLINGTON INDUSTRIES INC /DE/
S-8, EX-5, 2000-06-06
FLAT GLASS
Previous: BURLINGTON INDUSTRIES INC /DE/, S-8, 2000-06-06
Next: BURLINGTON INDUSTRIES INC /DE/, S-8, EX-23.1, 2000-06-06








                                                                       Exhibit 5

BURLINGTON INDUSTRIES, INC.                         Executive Offices
                                                    P.O. Box 21207
                                                    Greensboro, NC 27420

Alice Washington Grogan                             (336) 379-2717 (direct)
Corporate Secretary and                             (336) 379-4504 (fax)
Associate General Counsel                           [email protected]


                                   June 6, 2000

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20005

         Re:   Registration Statement on Form S-8 of Burlington Industries, Inc.
               -----------------------------------------------------------------

Dear Sir or Madam:

         I am  Associate  General  Counsel of  Burlington  Industries,  Inc (the
"Company").  In that  capacity  I have  acted  as  counsel  for the  Company  in
connection  with the  preparation  and filing with the  Securities  and Exchange
Commission  of  a  Registration   Statement  on  Form  S-8  (the   "Registration
Statement")  relating to 150,000 shares of the Company's Common Stock, $0.01 par
value per share  (the  "Common  Stock"),  to be  offered  pursuant  to the Award
Agreement  (the  "Agreement").  This  opinion  is  being  furnished  to you as a
supporting document for such Registration Statement.

         I, or attorneys  under my  supervision,  have examined such  documents,
legal  opinions and  precedents,  corporate and other records of the Company and
certificates  of public  officials  and officers of the Company as I have deemed
necessary or appropriate to provide a basis for the opinions set forth below. In
this  examination,  I  have  assumed  the  genuineness  of all  signatures,  the
authenticity  of  all  documents  submitted  to be  as  original  documents  and
conformity to original  documents of all documents  submitted to me as certified
or photostat copies.

         On the basis of the foregoing, I am of the opinion that:

         1. The Company  has been duly  incorporated  and is a validly  existing
         corporation in good standing under the laws of the State of Delaware.

         2. Upon  payment  to the  Company  of the  option  price for the Common
         Stock,   such   shares   will  be  validly   issued,   fully  paid  and
         nonassessable.

         I am qualified to practice law in the State of North Carolina. I do not
express any opinion herein  concerning the laws of any  jurisdiction  other than
the laws of the State of North  Carolina,  the  General  Corporation  Law of the
State of  Delaware  and the  federal  laws of the  United  States of  America as
applied to public companies.

         I hereby  consent to the use of this opinion and my name in  connection
with  the  Registration   Statement  filed  with  the  Securities  and  Exchange
Commission to register the shares of Common Stock as aforesaid.

                                   Sincerely,


                                   ---------------------------
                                   /s/ Alice Washington Grogan


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission