KANE KESSLER, P.C.
                          1350 Avenue of the Americas
                               New York, NY 10019
                                 (212) 541-6222
                              Fax: (212) 245-3009


                               September 25, 2003


Jarden Corporation
555 Theodore Fremd Avenue
Rye, New York 10580


          RE: REGISTRATION STATEMENT ON FORM S-3 OF JARDEN CORPORATION

Ladies and Gentlemen:

         We have acted as special counsel to Jarden Corporation, a Delaware
corporation in connection the Company's offering of up to a maximum of 3,220,000
shares of Common Stock, par value $.01 per share (the "Common Stock") of the
Company, which includes 420,000 shares of Common Stock which may be purchased by
the underwriters pursuant to an over-allotment option, under the Registration
Statement (the "Registration Statement") on Form S-3 (Reg. No. 333-102387) filed
on behalf of the Company with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933 (the "1933 Act"). The
Registration Statement provides for the offering, issuance and sale from time to
time of the securities described in the Registration Statement at an aggregate
initial offering price that will not exceed $150,000,000. This opinion updates
and supplements our opinions dated January 29, 2003 and May 7, 2003, each filed
as an exhibit to the Registration Statement. This opinion is being furnished to
you for filing on a Current Report on Form 8-K of the Company and incorporation
by reference as Exhibit 5.1 to the Registration Statement.

         In our capacity as counsel to the Company in connection with the
matters referred to above, we have examined copies of the following: (i) the
Restated Certificate of Incorporation of the Company, as amended, the By-laws of
the Company, and records of certain of the Company's corporate proceedings as
reflected in its minute books; (ii) the Registration Statement, in the form
filed with the Commission through the date hereof; and (iii) the supplemental
prospectus to the Registration Statement, dated September 8, 2003, filed with
the



Jarden Corporation
Page 2

Commission on September 9, 2003, pursuant to Rule 424(b)(5) of the Act (the
"September Prospectus Supplement"). We have also examined such other documents,
papers, authorities and statutes as we have deemed necessary to form the basis
of the opinions hereinafter set forth.

         In our examination, we have assumed the legal capacity of all natural
persons, the genuineness of all signatures, the authenticity of all documents
submitted to us as originals, the conformity to original documents of all
documents submitted to us as certified or photostatic copies, and the
authenticity of the originals of such documents. As to certain facts material to
this opinion, we have relied upon oral or written statements and representations
of officers and other representatives of the Company and public officials, and
such other documents and information as we have deemed necessary or appropriate
to enable us to render the opinions expressed below. We have not undertaken any
independent investigation to determine the accuracy of any such facts.

         Based upon and subject to the foregoing and the statements contained
herein, we are of the opinion that the Common Stock proposed to be sold by the
Company, when duly sold, issued and paid for pursuant to, and in the manner
contemplated by, the September Prospectus Supplement included as part of the
Registration Statement, will be duly authorized, validly issued, fully paid and
non-assessable.

         We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Company's Current Report on Form 8-K to be filed with the Commission on or about
September 26, 2003, to the incorporation by reference of this opinion into the
Registration Statement and to the reference to us under the heading "Legal
Matters" in the Prospectus and the Prospectus Supplement which form a part
thereof. In giving this consent, we do not admit that we are in the category of
persons whose consent is required under Section 7 of the Act or the rules and
regulations of the Securities and Exchange Commission promulgated thereunder.

         We are qualified to practice law in the State of New York and do not
purport to be experts on any law, other than the laws of the State of New York,
the General Corporation Law of the State of Delaware and the federal law of the
United States.

         This opinion letter is limited to the specific legal matters expressly
set forth herein, speaks only as of the date hereof and is limited to present
statutes, regulations and administrative and judicial interpretations.


                                       Very truly yours,

                                       KANE KESSLER, P.C.


                                       By: /s/ Robert L. Lawrence
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