EXHIBIT 5

          [Letterhead of Buchanan Ingersoll Professional Corporation]

                                 March 14, 2000

Armstrong Holdings, Inc.
Two North Ninth Street
Allentown, Pennsylvania 18101

Dear Ladies and Gentlemen:

     With respect to the Registration Statement on Form S-4 (the "Registration
Statement") of Armstrong Holdings, Inc. (the "Holdings") relating to the
issuance of up to 40,300,000 shares of its Common Stock, par value $1.00 per
share ("Holdings Common Stock") in exchange for shares of common stock of
Armstrong World Industries, Inc. ("Armstrong") we wish to advise you that in our
opinion, when the shares of Holdings Common Stock have been issued and exchanged
in accordance with the transactions proposed in the Registration Statement, as
the same may be amended, and when the steps mentioned in the next paragraph have
been taken, the shares of Holdings Common Stock will be legally issued, fully
paid and nonassessable.

     The steps to be taken which are referred to in the next preceding paragraph
consist of the following:

     (1)  Appropriate definitive action by the Board of Directors of Armstrong
          Holdings, Inc.;

     (2)  Filing of Articles of Exchange with respect to the transactions
          contemplated by the Agreement and Plan of Exchange by and between
          Armstrong and Holdings with the Department of State of the
          Commonwealth of Pennsylvania;

     (3)  Compliance with the Securities Act of 1933, as amended;

     (4)  Issuance of the Shares in accordance with the corporate and
          governmental authorizations aforesaid.

     We are members of the Bar of the Commonwealth of Pennsylvania and we do not
express any opinion herein concerning any law other than the law of the
Commonwealth of Pennsylvania and the federal law of the United States.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference of this firm appearing in the
Registration Statement under the caption "Legal Opinions".

                              Very truly yours,

                              BUCHANAN INGERSOLL
                              PROFESSIONAL CORPORATION


                              By:  /s/ Stephen W. Johnson
                                 ------------------------------
                                    Stephen W. Johnson