EXHIBIT 5
            
                    [LETTERHEAD OF ROBERT D. SCHULMAN, P.C.]






Kaire Holdings Incorporated
2139 Pontius Avenue
Los Angeles, CA 90025

                                                                  March 23, 1998

          Re:  Registration Statement on Form S-8
             


Gentlemen:


          I have acted as counsel to Kaire Holdings Incorporated, a Delaware
corporation (the "Company"), and in such capacity have examined the form of
Registration Statement on Form S-8 (the "Registration Statement") to be filed
with the Securities and Exchange Commission ("SEC") by the Company on or about
March 23, 1998, in connection with the registration under the Securities Act
of 1933, as amended (the "Act") of 900,000 shares of common stock, $.001 par
value, of the Company (the "Shares"). The Shares will be offered and sold
pursuant to the Company's Registration Statement filed with the SEC.

          As counsel for the Company and for the purposes of this opinion, I
have made those examinations and investigations of legal and factual matters I
deemed advisable, and have examined the originals, or copies certified to my
satisfaction as being true copies of the originals, of those corporate records,
certificates, documents and other instruments which I, in my judgment, have
considered necessary or appropriate to enable me to render the opinion expressed
below. For these purposes, I have relied, without independent investigation,
upon certificates provided by public officials and by officers of the Company as
to certain factual matters. I have assumed the genuineness of all signatures,
the authenticity of all documents submitted as originals, the conformity to the
original documents of documents submitted to me as certified or photostatic
copies, and the authenticity of the originals of the latter documents.

          On the basis of the foregoing and relying solely thereon, I am of the
opinion that the Shares are duly authorized and, provided that the Shares are
issued, delivered and paid for in the manner and upon the terms contemplated by
the Registration Statement, the Shares will be validly issued, fully paid and
nonassessable.

          No opinion is expressed herein as to the application of state
securities or Blue Sky laws.

          I consent to the filing of this opinion as an Exhibit to the
Registration Statement.  In giving this consent I do not hereby admit that I am
in the category of persons whose consent is required under Section 7 of the Act
or the rules and regulations of the Commission thereunder.



                                    Very truly yours,

                                    /s/ Robert D. Schulman

                                    ROBERT D. SCHULMAN, PC