OPINION OF LEGAL COUNSEL RE: LEGALITY

                        LANIER FORD SHAVER & PAYNE, P.C.
                                  P.O. BOX 2087
                            HUNTSVILLE, ALABAMA 35804


                              September 21, 1999

Nichols Research Corporation
4090 Memorial Parkway, South
Huntsville, Alabama  35815-1502

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  1997 Stock Option Plan
(herein  called the "Plan")  which were  authorized  and adopted by the Board of
Directors  of the  Corporation,  and the  proceedings  by which  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 1,300,000 shares of common stock of the par value of one cent ($.01)
each of the  Corporation  that may be issued and sold from time to time upon the
exercise of options  granted in accordance with the Plan will be duly authorized
for issuance and will,  when issued,  sold and paid for in  accordance  with the
Plan and for a price not less than one cent ($.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  Registration  Statement
(Form S-8),  pertaining  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, and
to the use of this opinion as a part of such 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