EXHIBIT 5.2


      [LETTERHEAD OF LEBOEUF, LAMB, GREENE & MACRAE, L.L.P. APPEARS HERE]




                                         July 16, 1996



Farm Family Holdings, Inc.
344 Route 9W
Glenmont, New York  12077

     Re:  Registration Statement on Form S-1 (File 333-4446
          of Farm Family Holdings, Inc. (the "Registration
          Statement")
          -------------------------------------------------

Dear Ladies and Gentlemen:

          We are acting as counsel to Farm Family Holdings, Inc., a Delaware 
corporation (the "Company"), in connection with the proposed issue and sale and 
sale of up to 2,836,020 shares of the Company's common stock, par value $.01 per
share (the "Shares"), pursuant to a post-effective amendment (the "Post-
Effective Amendment") to the Registration Statement to be filed with the 
Securities and Exchange Commission on July 16, 1996.  Capitalized terms not 
otherwise defined herein have the meaning set forth in the Post-Effective 
Amendment.

          We have examined such corporate records, certificates and other 
documents as we have considered necessary for the purposes hereof.  In such 
examination, we have assumed the genuineness of all signatures, the authenticity
of all documents submitted to us as originals, the conformity to the original 
documents of all documents submitted to us as copies and the authenticity of the
originals of such latter documents.  As to any facts material to our opinion, we
have, when relevant facts were not independently established, relied upon the 
aforesaid records, certificates and documents.



 

Farm Family Holdings, Inc.
July 16, 1996
Page 2


           Based on the foregoing, we are of the opinion that upon issuance, 
delivery and payment therefor in the manner described in the Registration 
Statement and in accordance with the terms of the underwriting agreement (the 
form of which is filed as Exhibit 1.1 to the Registration Statement), the Shares
will be duly authorized, validly issued, fully paid and nonassessable.

          Our opinion set forth herein is limited in all cases to matters 
arising under the laws of the State of New York and the General Corporation Law 
of the State of Delaware.  We consent to the use of this opinion as an Exhibit 
to the Registration Statement and to the reference to our firm under the caption
"Legal Matters" in the Prospectus that is a part of the Registration Statement. 
In giving such consent, we do not thereby concede that we are within 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,

                                                 LeBOEUF, LAMB, GREENE &
                                                 MacRAE, L.L.P.