Exhibit 5

                                    April 29, 1996



Lennar Corporation
700 Northwest 107th Avenue
Miami, Florida  33172

Dear Sirs:

            We have acted as counsel to Lennar Corporation (the
"Company") in connection with the offering from time to time by the
Company of (i) its common stock, par value $.10 per share ("Common
Stock"), (ii) its preferred stock (which may be issued in one or
more series) ("Preferred Stock"), (iii) its debt securities (which
may be issued in one or more series) to be issued under an
Indenture (the "Indenture") dated as of April 5, 1994 between the
Company and The First National Bank of Chicago and supplemental
indentures executed as contemplated by the Indenture ("Debt
Securities") and (iv) warrants entitling the holders to purchase
Common Stock, Preferred Stock or Debt Securities ("Warrants")
(collectively, the Common Stock, Preferred Stock, Debt Securities
and Warrants are the "Securities") at an aggregate initial offering
price which will not exceed $300,000,000, which offering is the
subject of a registration statement under the Securities Act of
1933, as amended (the "Registration Statement") being filed by the
Company.  In that capacity, we are familiar with the contemplated
proceedings, corporate and other, relating to the authorization of
the issuance and the sale from time to time of the Securities.

            Based on the foregoing, and such other examination of
law and fact as we have deemed necessary, we are of the opinion
that:

            1.    When the Board of Directors of the Company
authorizes the issuance of authorized but unissued Common Stock and
in accordance with that authorization that Common Stock (i) is sold
for at least its par value as contemplated in the Registration
Statement, or (ii) is issued on exercise of a right to convert Debt
Securities or Preferred Stock, or on exercise of Warrants, which
are sold for more than the par value of the Common Stock (including
any amount paid at the time of conversion or exercise) as
contemplated in the Registration Statement, the Common Stock will
be legally issued, fully paid and non-assessable.

            2.    When the Board of Directors of the Company
authorizes the creation and sale of one or more series of Preferred
Stock in accordance with the provisions of the Company's
Certificate of Incorporation relating to the issuance of Preferred
Stock and in accordance with that authorization that Preferred
Stock is (i) sold for at least its par value as contemplated in the
Registration Statement or (ii) issued on conversion of Debt
Securities or on exercise of Warrants which are sold for more than
the par value of the Preferred Stock (including any amount paid at
the time of conversion or exercise) as contemplated in the
Registration Statement, that Preferred Stock will be legally
issued, fully paid and non-assessable.

            3.    When the Board of Directors of the Company
authorizes the creation of one or more series of Debt Securities
and in accordance with that authorization and with the Indenture
those Debt Securities are (i) sold as contemplated in the
Registration Statement or (ii) sold upon exercise of Warrants which
are issued as contemplated in the Registration Statement, and the
interest on those Debt Securities is not at a rate which violates
applicable law, those Debt Securities will constitute valid and
legally binding obligations of the Company.

            4.    When the Board of Directors of the Company
authorizes the issuance of Warrants which provide for the issuance
of Securities upon payment of consideration equal at least to the
par value of the Securities being issued, if applicable, and which
do not contain provisions which violate applicable law, and in
accordance with that authorization those Warrants are issued as
contemplated in the Registration Statement, the Warrants will
constitute valid and legally binding obligations of the Company.

            We 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" in the prospectus which is a part of the
Registration Statement.

                                    Very truly yours,

                                    ROGERS & WELLS