WARNER NORCROSS & JUDD LLP ATTORNEYS AT LAW 900 OLD KENT BUILDING 111 LYON STREET, N.W. GRAND RAPIDS, MICHIGAN 49503-2489 TELEPHONE (616) 752-2000 FAX (616) 752-2500 EXHIBIT 5(a) AND 23(a) April 6, 1998 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Wolverine World Wide, Inc. Registration Statement on Form S-8 Wolverine World Wide, Inc. 1997 STOCK INCENTIVE PLAN Dear Sir or Madam: We represent Wolverine World Wide, Inc., a Delaware corporation (the "Company"), with respect to the above-captioned Registration Statement on Form S-8 (the "Registration Statement") filed pursuant to the Securities Act of 1933 (the "Act") to register 1,500,000 shares of Common Stock. As counsel for the Company, we are familiar with its Certificate of Incorporation and Bylaws and have reviewed the various proceedings taken by the Company to authorize the issuance of the Common Stock to be sold pursuant to the Registration Statement. We have also reviewed and assisted in preparing the Registration Statement. In our review, we have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as certified or photostatic copies and the authenticity of the originals of such copies. On the basis of the foregoing, we are of the opinion that when the Registration Statement has become effective under the Act, any and all shares of Common Stock which are the subject of the Registration Statement will, when issued upon payment of the purchase price therefore to the Company, be validly issued, fully paid and nonassessable. Securities and Exchange Commission April 6, 1998 Page 2 - ----------------------------------- We hereby consent to the use of this opinion as an exhibit to the Registration Statement on Form S-8 covering the Common Stock to be issued pursuant to the 1997 Stock Incentive Plan. Very truly yours, WARNER NORCROSS & JUDD LLP By: /s/Jeffrey A. Ott Jeffrey A. Ott A Partner