June 6, 1997

Nichols Research Corporation
4040 Memorial Parkway, South
Huntsville, AL  35802-1326

Ladies and Gentlemen:

     As  counsel  for  Nichols  Research  Corporation  (herein  called  the
"Corporation"),  we  are  familiar  with  the records of the proceedings by
which  it  was  organized,  the records of the  proceedings  by  which  its
Certificate of Incorporation  has  from  time  to  time  been  amended, the
records  of  the  proceedings by which the shares of its common stock  have
from  time to time been  issued,  the  proceedings  by  which  the  Nichols
Research  Corporation 1991 Stock Option Plan (herein called the "Plan") and
the amendments  to  the  Plan  were  authorized and adopted by the Board of
Directors of the Corporation, and the proceedings by which the Plan and the
amendments to the Plan were authorized  and approved by the stockholders of
the Corporation.

     We have also reviewed such documents  and  records  as  we have deemed
necessary to enable us to express an informed opinion with respect  to  the
matters covered hereby.

     Based upon the foregoing, we are of the opinion that:

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

     2.   The 3-for-2 (record  date October 21, 1996)  stock  split and the
amendments to the Plan were duly and validly  authorized and  adopted,  and
the additional 1,725,000 shares of  common  stock of  the  par value of one
cent ($.01)  each of the  Corporation that  may  be  issued  and sold  from
time to time upon the  exercise  of  options granted in accordance with the
stock  split  and  the  amendments to the  Plan will be duly authorized for
issuance and will, when issued, sold and  paid for  in accordance  with the
Plan and for a price not less than one cent ($.01) per  share,  be  validly
issued, fully paid and nonassessable, and no personal liability will attach
to the holders thereof under the laws of the State of Delaware in which the
Corporation is incorporated and in  the  State  of  Alabama  in  which  its
principal place of business is located.

     We hereby consent to the use of our name in the Amendment No. 1 to the
Registration  Statement (Form S-8/POS) pertaining to the  amendments to the
Plan as counsel  who  has  passed upon the legality of the shares of common
stock that may be issued and  sold  under  the Plan, as amended, and to the
use of this opinion as a part of such Amendment  No.  1 to the Registration
Statement  as  required  by  Section 7 of the Securities Act  of  1933,  as
amended.

                              Sincerely,

                              LANIER FORD SHAVER & PAYNE P.C.

                                    Elizabeth W. Abel
                              By_________________________________
                                   Elizabeth W. Abel
EWA/sb