Exhibit (5)


[Letterhead of Miller, Canfield, Paddock and Stone, P.L.C.]


                                March 20, 1995

La-Z-Boy Chair Company
1284 North Telegraph Road
Monroe, Michigan 48161

Gentlemen:

     This opinion relates to the registration statement on Form S-4, 
as amended by amendment no. 1 thereto (as so amended the "Registration 
Statement") being filed today by La-Z-Boy Chair Company, a Michigan 
corporation ("La-Z-Boy"), with the Securities and Exchange Commission 
for the purpose of registering under the Securities Act of 1933, as 
amended (the "Act"), 2,000,000 shares of common stock, $1.00 par value
("Common Stock"), $10,000,000 principal amount of 8% Unsecured Promissory
Notes due 1999 ("Notes"), and 297,330 Performance Units ("Performance
Units"). The Common Stock, the Notes, and the Performance Units are to be
issued pursuant to an Amended and Restated Plan of Merger dated as of
January 13, 1995 (the "Plan of Merger") among England/Corsair, Inc., a
Tennessee corporation ("E/C"), La-Z-Boy, and LZB Acquisition, Inc., a
Michigan corporation and a wholly owned subsidiary of La-Z-Boy ("LZB
Acquisition"). A portion of the Common Stock (the "Initial Stock"), the
Notes and the Performance Units are to be issued upon the conversion of the
outstanding common stock of E/C  (the "E/C Stock") at the time of
consummation of the merger (the "Merger") of E/C with and into LZB
Acquisition. Additional Common Stock (the "Performance Unit Stock") may be
issued in settlement of the Performance Units on the terms and at the times
provided in the Plan of Merger. As your counsel, we have examined such
certificates, instruments, and documents and reviewed such questions of law
as we have considered necessary or appropriate for the purposes of this
opinion, and, on the basis of such examination and review, we advise you
that, in our opinion:

     1.   The Common Stock, the Notes, and the Performance Units have been
validly authorized.

     2.   When the Registration Statement has become effective and the
Initial Stock, the Notes, and the Performance Units have been issued upon
conversion of the E/C Stock in connection with the consummation of the
Merger in accordance with the terms of the Plan of Merger:

          (a)  The Initial Stock will be legally issued, fully paid, and
     nonassessable; and 

          (b)  The Notes and the Performance Units will be binding
     obligations of La-Z-Boy.

     3.   When the Registration Statement has become effective, if and when
Performance Unit Stock is issued in settlement of the Performance Units in
accordance with the terms of the Plan of Merger, the Performance Unit Stock
will be legally issued, fully paid, and nonassessable.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to us under the caption "Legal
Matters" and in the Prospectus/Proxy Statement forming a part of the
Registration Statement. In giving this consent, we do not thereby admit
that we are within the category of persons whose consent is required under
Section 7 of the Act or the rules and regulations of the Securities and
Exchange Commission.

                              Very truly yours,

                              Miller, Canfield, Paddock and Stone, P.L.C.