[GRAPHIC APPEARS HERE]


BURLINGTON INDUSTRIES, INC.                    Legal Department
                                               P.O. Box 21207
                                               Greensboro, North Carolina  27420


                                 August 19, 1999




Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, DC 20005

                  Re:      Registration Statement on Form S-8
                           of Burlington Industries, Inc.
                           ----------------------------------

Dear Sir or Madam:

I am Associate General Counsel of Burlington Industries, Inc (the
"Corporation"). In that capacity I have acted as counsel for the Corporation in
connection with the preparation and filing with the Securities and Exchange
Commission of a Registration Statement on Form S-8 (the "Registration
Statement") relating to 2,700,000 shares of the Corporation's Common Stock,
$0.01 par value per share (the "Common Stock"), to be offered pursuant to
Burlington Industries, Inc 1998 Equity Incentive Plan (the "Plan"). This opinion
is being furnished to you as a supporting document for such Registration
Statement.

I, or attorneys under my supervision, have examined such documents, legal
opinions and precedents, corporate and other records of the Corporation and
certificates of public officials and officers of the Corporation as I have
deemed necessary or appropriate to provide a basis for the opinions set forth
below. In this examination, I have assumed the genuiness of all signatures, the
authenticity of all documents submitted to be as original documents and
conformity to original documents of all documents submitted to me as certified
or photostat copies.

On the basis of the foregoing, I am of the opinion that:

1. The Corporation has been duly incorporated and is a validly existing
corporation in good standing under the laws of the State of Delaware.




Securities and Exchange Commission
August 19, 1999
Page Two


       2. Upon approval of the New York Stock Exchange listing application with
       respect to, and issuance and delivery of shares of Common Stock of the
       Company pursuant to the Plan, and upon payment to the Corporation of the
       option price for the Common Stock, such shares will be validly issued,
       fully paid and nonassessable.

I am qualified to practice law in the State of North Carolina. I do not express
any opinion herein concerning the laws of any jurisdiction other than the laws
of the State of North Carolina, the General Corporation Law of the State of
Delaware and the federal laws of the United States of America as applied to
public companies.

I hereby consent to the use of this opinion and my name in connection with the
Registration Statement filed with the Securities and Exchange Commission to
register the shares of Common Stock as aforesaid.

                                                Sincerely,


                                                /s/ Alice Washington Grogan
                                                ---------------------------
                                                Alice Washington Grogan
                                                Associate General Counsel

AWG:cm