EXHIBIT 5

May 2, 2000


The Toro Company
8111 Lyndale Avenue South
Minneapolis, Minnesota 55420

         Re:      Registration Statement on Form S-8

Gentlemen:

         I am Vice President, Secretary and General Counsel of The Toro
Company (the "Company"). In connection with the Registration Statement on
Form S-8 filed by the Company with the Securities and Exchange Commission
relating to an aggregate of up to 25,000 shares of Common Stock, $1.00 par
value per share (the "Common Stock"), and up to 25,000 related Preferred
Share Purchase Rights (the "Rights") of the Company, to be issued in
connection with the Toro Australia Pty Limited General Employee Stock Plan,
please be advised that as counsel to the Company, upon examination of such
corporate documents and records as I have deemed necessary or appropriate for
the purpose of rendering this opinion, it is my opinion that:

1.   The shares of Common Stock being offered by the Company, when issued in
     accordance with proper corporate authorizations, will be legally issued,
     fully paid and non-assessable; and

2.   Assuming that the Rights Agreement dated as of May 20, 1998 (the "Rights
     Agreement") has been duly authorized, executed and delivered by the Rights
     Agent, the Rights, if and when issued as contemplated by the Rights
     Agreement, as it may be amended from time to time, will have been legally
     issued and entitled to the benefits of the Rights Agreement pursuant to
     which they will be issued.

         The foregoing opinion is limited to the Federal laws of the United
States and the General Corporation Law of the State of Delaware, and I am
expressing no opinion as to the effect of the laws of any other jurisdiction.

         I hereby consent to the filing of this opinion as an exhibit to the
above-captioned Registration Statement, and to the reference to my name under
the heading "Interests of Named Experts and Counsel" contained in the
Registration Statement. In giving such consent, I do not hereby admit that I
am in the category of persons whose consent is required under Section 7 of
the Act.

Very truly yours,

J. Lawrence McIntyre
Vice President, Secretary
and General Counsel