Exhibit 5.1


                      [LETTERHEAD OF HOWARD SHAPIRO, ESQ.]


                                 June 27, 1997



SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street, N.W.
Washington, D.C.  20549

Ladies and Gentlemen:

     I am the Executive Vice President, Law and Administration, General Counsel
and Secretary to Playboy Enterprises, Inc., a Delaware corporation (the
"Company"), and have acted as counsel to the Company in connection with the
issuance of up to 600,000 shares (the "Shares") of the Company's Class B Common
Stock, $.01 par value, issuable under the Amended and Restated Playboy
Enterprises, Inc. 1995 Stock Incentive Plan (the "Plan") pursuant to a
Registration Statement on Form S-8, filed by the Company with the Securities and
Exchange Commission on the date hereof (the "Registration Statement").

     I am familiar with the proceedings taken and to be taken by the Company in
connection with the authorization, issuance and sale of the Shares, and for the
purposes of this opinion, have assumed such proceedings will be timely completed
in the manner presently proposed.  In addition, I have examined such documents
and such questions of law and fact, including an examination of originals or
copies certified or otherwise identified to my satisfaction of such documents,
corporate records and instruments as I have deemed necessary or appropriate for
purposes of this opinion.

     Based on the foregoing, it is my opinion that the Shares to be issued or
sold pursuant to the Plan have been duly authorized, and that such Shares, when
issued or sold in accordance with the terms of the Plan, will be validly issued,
fully paid and nonassessable.

     I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.

                                 Respectfully submitted,

                                 /s/ Howard Shapiro

                                 Howard Shapiro, Esq.