Opinion of Atlas, Pearlman, Trop & Borkson, P.A.
                relating to the issuance of shares of securities
                     pursuant to the above Option Agreement

                      ATLAS, PEARLMAN, TROP & BORKSON, P.A.
                     200 EAST LAS OLAS BOULEVARD, SUITE 1900
                         FORT LAUDERDALE, FLORIDA 33301
                           Direct Line: (954) 766-7858

                                  July 10, 1996
DCC Compact Classics, Inc.
903 Jordan Avenue
Chatsworth, California

        Re:    Registration Statement on Form S-8, Consulting and Stock Option
               Agreement with Gary Gillman, and Common Stock Purchase Warrant
               with Marshall Blonstein.

Gentlemen:

        This  opinion  is  submitted  pursuant  to the  applicable  rules of the
Securities  and  Exchange  Commission  with respect to the  registration  by DCC
Compact Classics,  Inc. (the "Company") of up to 210,000 shares of Common Stock,
par value $.005 per share (the  "Common  Stock") to be issued  pursuant to (i) a
Stock  Consulting  and Stock  Option  Agreement  with Gary  Gillman (the "Option
Agreement"),  and  (ii) a Common  Stock  Purchase  Warrant,  as  modified,  with
Marshall Blonstein (the "Blonstein Warrant").

        In our  capacity  as  counsel  to the  Company,  we  have  examined  the
original,  certified,  conformed,  photostat  or  other  copies  of  the  Option
Agreement,  the  Blonstein  Warrant,  the Company's  Articles of  Incorporation,
By-Laws and  corporate  resolutions  provided to us by the Company.  In all such
examinations,  we have assumed the  genuineness  of all  signatures  on original
documents,  and the conformity to originals or certified documents of all copies
submitted to us as conformed, photostat or other copies. In passing upon certain
corporate records and documents of the Company,  we have necessarily assumed the
correctness and  completeness of the statements made or included  therein by the
Company and we express no opinion thereon.

        Based upon and in reliance of the foregoing,  we are of the opinion that
the  Common  Stock,  when  issued in  accordance  with the  terms of the  Option
Agreement  and the Blonstein  Warrant,  will be validly  issued,  fully paid and
non-assessable.

        We  hereby  consent  to the  use of  this  opinion  in the  Registration
Statement on Form S-8 to be filed with the Commission.

                                Very truly yours,

                                    /s/Atlas, Pearlman, Trop & Borkson, P.A.
                                    -----------------------------------------  
                                    ATLAS, PEARLMAN, TROP & BORKSON, P.A.

GEC/jz
4194.01