EXHIBIT 5.1

       [FEDER KASZOVITZ ISAACSON WEBER SKALA BASS & RHINE LLP LETTERHEAD]

                               February 28, 2002

JAKKS Pacific, Inc.
22619 Pacific Coast Highway
Malibu, CA 90265

Gentlemen:

     We have acted as counsel for JAKKS Pacific, Inc., a Delaware corporation
(the Company), in connection with the preparation and filing by the Company of a
registration statement on Form S-3 (the Registration Statement) under the
Securities Act of 1933, relating to the public offering of 308,992 shares of
common stock, par value $.001 per share, of the Company. Capitalized terms are
used herein as defined in the Registration Statement.

     We have examined the Registration Statement, originals or copies, certified
or otherwise identified to our satisfaction, of the Company's certificate of
incorporation and by-laws, records of corporate proceedings, including minutes
of meetings and written consents of the board of directors and stockholders,
certificates of public officials and officers or other authorized
representatives of the Company, and such other certificates, instruments and
documents, and we have made such examination of law, as we have deemed necessary
to form the basis of the opinion expressed below. In such examination, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals and the conformity to authentic originals of all
documents submitted to us as copies thereof.

     Based on the foregoing, we are of the opinion that the Shares have been
duly authorized and validly issued and are fully paid and nonassessable.

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

                                          Very truly yours,

                                          FEDER, KASZOVITZ, ISAACSON,
                                          WEBER, SKALA, BASS & RHINE LLP