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                                  EXHIBIT 5.1





                                January 26, 1998




Arbor Drugs, Inc.
3331 West Big Beaver
Troy, Michigan  48084


Ladies and Gentlemen:

 We have represented Arbor Drugs, Inc., a Michigan corporation (the "Company"),
in connection with the preparation and filing with the Securities and Exchange
Commission (the "Commission") of a Registration Statement on Form S-8 (the
"Registration Statement"), for registration under the Securities Act of 1933,
as amended (the "Securities Act"), of a maximum of 4,500,000 shares of the
Company's common stock, par value $.01 per share (the "Common Stock"), issued
or to be issued pursuant to the Arbor Drugs, Inc. 1996 Stock Option Plan (the
"Plan").

 Based upon our examination of such documents and other matters as we deem
relevant, it is our opinion that the Common Stock to be offered by the Company
under the Plan pursuant to the Registration Statement have been duly authorized
and, when issued and sold by the Company in accordance with the Plan and the
stock options exercised thereunder, will be legally issued, fully paid and
non-assessable.

 We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.  In giving such consent, we do not admit hereby that we
come within the category of persons whose consent is required under Section 7
of the Securities Act or the Rules and Regulations of the Commission
thereunder.

                                        Very truly yours,
                                        
                                        /s/ Honigman Miller Schwartz and Cohn
                                        
                                        HONIGMAN MILLER SCHWARTZ AND COHN