May 22, 1996



First Alert, Inc.
3901 Liberty Street Road
Aurora, IL  60504

Gentlemen:

        We are general counsel to First Alert, Inc., a Delaware corporation (the
"Company"),  and as such counsel we are familiar with the corporate  proceedings
taken in connection  with the adoption of the  Company's  1994 Stock Option Plan
(the "Plan").  We are also familiar with the  registration  statement to which a
copy of this opinion will be attached as an exhibit.

        As such counsel,  we have examined the corporate records of the Company,
including  the Articles of  Organization,  By-laws,  stock  records,  minutes of
meetings of its Board of Directors and  stockholders and such other documents as
we have deemed necessary as a basis for the opinions herein expressed.

        Based   upon  the   foregoing,   and   having   regard  for  such  legal
considerations as we deem relevant, we are of the opinion that:

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

     2. The Company has authorized  the issuance of 30,000,000  shares of common
stock,  $.01 par value per share,  and 1,000,000  shares of Preferred Stock, par
value $.01 per share.

     3. The  outstanding  common stock of the Company has been duly  authorized,
constitutes  validly  issued,  fully paid and  non-assessable  shares of capital
stock of the Company and no  personal  liability  attaches to any of the shares;
and

First Alert, Inc.
May 22, 1996
Page 2


        4. The shares of common stock issuable pursuant to the Plan, when issued
in accordance  with the terms thereof,  will be validly  issued,  fully paid and
non-assessable  shares of  capital  stock of the  Company  to which no  personal
liability will attach.

        We hereby  consent  to the  filing of this  opinion as an exhibit to the
Registration  Statement on Form S-8 and to the reference to us under the caption
"Interests of Named Experts and Counsel" in the Registration Statement.


                                                     Very truly yours,



                                                     HUTCHINS, WHEELER & DITTMAR
                                                      A Professional Corporation

MJR/WBD/kjm