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                                                                      EXHIBIT 5



                               January 24, 1997



Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

         Re:    Belmont Homes, Inc.
                Registration Statement on Form S-3

Ladies and Gentlemen:

     In our capacity as counsel to Belmont Homes, Inc., a Mississippi
corporation (the "Company"), we have examined the Registration Statement on Form
S-3 (the "Registration Statement") in form as proposed to be filed by the
Company under the Securities Act of 1933, as amended, relating to the
registration of 75,000 shares of the common stock, par value $.10 per share, of
the Company (the "Common Stock"), pursuant to the terms of the Registration
Rights Agreement dated October 25, 1996, between the Company and The Suddath
Companies, a Florida corporation (the "Selling Shareholder"), and the Warrant
Agreement dated October 25, 1996, between the Company and the Selling
Shareholder (collectively, the "Agreements"). In this regard, we have examined
and relied upon such records, documents and other instruments as in our judgment
are necessary or appropriate in order to express the opinions hereinafter set
forth.

     Based upon the foregoing, we are of the opinion that the 75,000 shares of
Common Stock referred to in the Registration Statement, to the extent actually
issued and sold pursuant to the Agreements and in the manner and on the terms
described in the Registration Statement, will be duly and validly issued, fully
paid and nonassessable shares of the Common Stock of the Company.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and further consent to the reference to us under the
caption "Legal Matters" in the Prospectus included in the Registration
Statement.



                                       Very truly yours,


                                       /s/ Waller Lansden Dortch & Davis,
                                       A Professional Limited Liability Company