EXHIBIT 5


LANE ALTMAN & OWENS LLP
ATTORNEYS AT LAW

101 Federal Street                                    Telephone:  (617) 345-9800
Boston, Massachusetts 02110                           Telecopier: (617) 345-0400



   
                                                      March 31, 1997
    



Nantucket Industries, Inc.
105 Madison Avenue
New York, New York 10016

Gentlemen:

         We have represented Nantucket Industries,  Inc., a Delaware corporation
(hereinafter called the "Corporation"), in connection with the proposed offering
described below.

         In our capacity as counsel to the Corporation, we are familiar with the
Certificate of Incorporation, as amended, and the By-Laws of the Corporation, as
amended.  We are also  familiar  with  the  corporate  proceedings  taken by the
Corporation in connection  with the issuance of the  convertible  debentures and
shares of Common Stock referred to in the Registration  Statement on Form S-3 to
which this letter is attached as an exhibit (the "Registration Statement").

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

         1.       The  Corporation is duly organized and validly  existing under
                  the laws of the State of Delaware.


         2.       The  Common  Stock   issuable  upon  the   conversion  of  the
                  $2,670,000    Convertible    Subordinated    Debentures   (the
                  "Convertible Debentures") has been duly authorized. The Common
                  Stock  may  be  issued  upon  exercise  of  such   Convertible
                  Debentures and such Common Stock will be legally issued, fully
                  paid and non-assessable.


         3.       The Common Stock  issued to Guess?,  Inc.,  the Paul  Marciano
                  Trust  under  trust  dated  February  20,  1986,  the  Maurice
                  Marciano Trust 1995 Restatement, and the











                                                     Nantucket Industries, Inc.
                                                     March 31, 1997
                                                     Page 2




                  Armand Marciano Trust under the Stock Purchase Agreement dated
                  August 18, 1994 has been duly  authorized  is validly  issued,
                  fully paid and non-assessable.

         4.       The Common Stock issued to NAN  Investors  L.P. in  connection
                  with the  Common  Stock and  Subordinated  Debenture  Purchase
                  Agreement dated as of August 13, 1996 has been duly authorized
                  and is validly issued, fully paid and non-assessable.

         5.       The Common  Stock  issued  pursuant to the terms of an Amended
                  and  Restated  Credit  Agreement by and among  Chemical  Bank,
                  Nantucket  Industries,  Inc.,  Nantucket  Mills and  Nantucket
                  Management  Corporation  dated as of March  21,  1994 has been
                  duly  authorized  and  is  validly  issued,   fully  paid  and
                  non-assessable.


   
         This  opinion is  provided  for the  benefit of the  addressee  hereof.
Nevertheless,  we hereby consent to the use of this opinion as Exhibit 5 to said
Registration Statement on Form S-3 and any subsequent  post-effective amendments
to said  Registration  Statement,  and to the use of our name as your counsel in
the  Registration  Statement and in the  Prospectus  forming a part thereof.  In
giving the foregoing  consent,  we do not hereby concede that we come within any
of the  categories  of persons  whose  consent is required  under the Act or the
General Rules and Regulations promulgated thereunder.
    


                                                     Very truly yours,


                                                     LANE ALTMAN & OWENS LLP