Exhibit 5.2 September 13, 2000 Champion Enterprises, Inc. 2701 Cambridge Court, Suite 300 Auburn Hills, MI 48326 Re: Registration Statement on S-3 Ladies and Gentlemen: We have acted as counsel for Champion Enterprises, Inc., a Michigan corporation (the "Company") and each of the subsidiaries of the Company listed on Exhibit A (each a "Subsidiary Guarantor" and, together with the Company, the "Issuers") in connection with the preparation and filing with the Securities and Exchange Commission (the "Commission") under the Securities Act of 1933, as amended (the "Act"), of a Registration statement on Form S-3 (File No. 333-44170) (the "Registration Statement") relating to (i) shares of the Company's common stock, $1.00 par value (the "Common Stock"); (ii) shares of the Company's preferred stock, no par value (the "Preferred Stock"); (iii) unsecured debt securities, in one or more series, consisting of notes, debentures or other evidences of indebtedness (the "Debt Securities"); and (iv) warrants to purchase Common Stock or Preferred Stock (the "Warrants," and together with the Common Stock, the Preferred Stock and the Debt Securities, the "Securities"), to be issued from time to time pursuant to Rule 415 under the Act for an aggregate initial offering price not to exceed $400,000,000. We have examined originals, or copies certified or otherwise identified to our satisfaction, of such of the Issuers' records, documents, certificates and other instruments as in our judgment are necessary or appropriate to enable us to render the opinions expressed below. 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 copies and the authenticity of the originals of such copies. In examining documents executed by parties other than the Issuers, we have assumed that such parties had the power, corporate or other, to enter in to and perform all obligations thereunder and have also assumed the due authorization by all requisite action, corporation or other, and execution and delivery by such parties of such documents and the validity and binding effect thereof. As to any facts material to the opinions expressed below which we did not independently establish or verify, we have relied upon oral or written statements and representations of officers or other representatives of the Issuers. In connection with the opinions expressed below, we have also assumed that (i) the Registration Statement, and any amendments thereto (including post-effective amendments), will have become effective under the Act; (ii) a Prospectus Supplement will have been prepared and filed with the Commission describing the terms of each particular issue of Securities offered and the terms of the offering thereof; (iii) all Securities will be issued and sold in compliance with applicable federal and state securities laws in the manner stated in the Registration Statement and the applicable Prospectus Supplement; (iv) the indenture or indentures pursuant to which the Debt Securities are issued will be duly qualified under the Trust Indenture Act of 1939, as amended, will be in the applicable proposed form of indenture filed as an exhibit to the Registration Statement (the "Indenture") and will have been duly authorized, executed and delivered by the Issuers and the trustee; (v) the warrant agreement pursuant to which the Warrants are issued will have been duly authorized, executed and delivered by the Issuers and the warrant agent; (vi) any Securities issuable upon conversion, exchange or exercise of any other Security being offered will have been duly authorized, created and, if appropriate, reserved for issuance upon such conversion, exchange or exercise; and (vii) a definitive purchase, underwriting or similar agreement with respect to any Securities offered will have been duly authorized and validly executed and delivered by the Company and the other parties thereto. Based upon the foregoing, we are of the opinion that: 1. The Company is duly organized, validly existing and in good standing under the laws of Michigan. 2. When, as and if (i) the Registration Statement shall have become effective pursuant to the Act, (ii) the appropriate corporate action has been taken by the Company to authorize the issuance of the Common Stock and fix or otherwise determine the consideration to be received for such Common Stock, (iii) any legally required consents, approvals, authorizations and other orders of the Commission and other regulatory authorities are obtained, (iv) such Common Stock with terms so fixed shall have been duly issued and delivered by the Company against payment therefor in accordance with such corporate action, and (v) certificates evidencing shares of the Common Stock have been duly executed by the duly authorized officers of the Company in accordance with applicable law, then, upon the happening of such events, such Common Stock will be validly issued, fully paid and nonassessable. 3. When, as and if (i) the Registration Statement shall have become effective pursuant to the Act, (ii) the appropriate corporate action has been taken by the Company to authorize the issuance of the Preferred Stock and fix or otherwise determine the consideration to be received for such Preferred Stock, (iii) any legally required consents, approvals, authorizations and other orders of the Commission and other regulatory authorities are obtained, (iv) such Preferred Stock with terms so fixed shall have been duly issued and delivered by the Company against payment therefor in accordance with such corporate action, and (v) certificates evidencing shares of the Preferred Stock have been duly executed by the duly authorized officers of the Company in accordance with applicable law, then, upon the happening of such events, such Preferred Stock will be validly issued, fully paid and nonassessable. 4. When, as and if (i) the Registration Statement shall have become effective pursuant to the Act, (ii) the appropriate corporate action has been taken by the Company and the warrant agent to authorize the form, terms, execution and delivery of the applicable warrant agreement and the terms of any Warrants, (iii) such Warrants shall have been issued in the form and containing the terms described in the Registration Statement, the applicable warrant agreement and such corporate action, and (iv) any legally required consents, approvals, authorizations and other orders of the Commission and other regulatory authorities are obtained, then, upon the happening of such events, such Warrants will be validly issued. 5. When, as and if (i) the Registration Statement shall have become effective pursuant to the Act, (ii) the appropriate corporate action has been taken by the Company to authorize the form, terms, execution and delivery of the applicable Indenture and the terms of any series of Debt Securities, (iii) such series of Debt Securities shall have been issued in the form and containing the terms described in the Registration Statement, the applicable Indenture and such corporate action, (iv) any legally required consents, approvals, authorizations and other orders of the Commission and other regulatory authorities are obtained, and (v) such series of Debt Securities have been authenticated by the trustee named in the applicable Indenture, then, upon the happening of such events, such Debt Securities will be binding obligations of the Company, enforceable against the Company in accordance with their terms. The opinion set forth in numbered paragraph 5 is subject to the qualification that enforceability may be limited by (i) applicable bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium or similar laws of general applicability relating to or affecting the enforcement of creditors' rights, (ii) general principles of equity (regardless of whether enforceability is considered in a proceeding in equity or at law), and (iii) governmental authority to limit, delay or prohibit the making of payments outside the Unites States or in a foreign currency or currency unit. We are members of the bar of the State of Michigan. We do not purport to be experts in and do not express any opinion on, any laws other than the law of the State of Michigan and the federal law of the United States of America. We hereby consent to the use of this opinion as Exhibit 5.2 of the Registration Statement, and to the reference to our firm under the heading "Legal Matters" in the Prospectus. In giving such consent, we do not concede that we are experts within the meaning of the Act or the rules or regulations thereunder or that this consent is required by Section 7 of the Act. Very truly yours, DYKEMA GOSSETT PLLC EXHIBIT A Subsidiaries A-1 Homes Group, Inc., a Michigan corporation Accent Mobil Homes, Inc., a North Carolina corporation Alpine Homes, Inc., a Colorado corporation American Transport, Inc., a Nevada corporation Art Richter Insurance, Inc., a Kentucky corporation Auburn Champ, Inc., a Michigan corporation Bryan Mobile Homes, Inc., a Texas corporation Builders Credit Corporation, a Michigan corporation CAC Funding Corporation, a Michigan corporation Cal-Nel, Inc., a Texas corporation Care Free Homes, Inc., a Michigan corporation Central Mississippi Manufactured Housing, Inc., a Mississippi corporation Champion Financial Corporation, a Michigan corporation Champion GP, Inc., a Michigan corporation Champion Home Builders Co., a Michigan corporation Champion Home Communities, Inc., a Michigan corporation Champion Motor Coach, Inc., a Michigan corporation Champion Retail, Inc., a Michigan corporation Chandeleur Homes, Inc., a Michigan corporation CHI, Inc., an Oklahoma corporation Cliff Ave. Investments, Inc., a South Dakota corporation Colonial Housing, Inc., a Texas corporation Country Estates Homes, Inc., an Oklahoma corporation Countryside Homes, Inc., a North Dakota corporation Crest Ridge Homes, Inc., a Michigan corporation Crestpointe Financial Services, Inc., a Delaware corporation Dutch Housing, Inc., a Michigan corporation Factory Homes Outlet, Inc., an Idaho corporation Fleming County Industries, Inc., a Kentucky corporation Gateway Acceptance Corp., a South Dakota corporation Gateway Mobile & Modular Homes, Inc., a Nebraska corporation Gateway Properties Corp., a South Dakota corporation Gem Homes, Inc., a Delaware corporation Genesis Home Centers, Limited Partnership, a Michigan limited partnership Grand Manor, Inc., a Michigan corporation Heartland Homes, Inc., a Texas corporation HomePride Finance Corp., a Michigan corporation Homes America, Inc., a Michigan corporation Homes America Finance, Inc., a Nevada corporation Homes America of Arizona, Inc., an Arizona corporation Homes America of California, Inc., a California corporation Homes America of Oklahoma, Inc., an Oklahoma corporation Homes America of Phoenix, LLC, a Michigan limited liability company Homes America of Utah, Inc., a Utah corporation Homes America of Wyoming, Inc., a Wyoming corporation Homes of Legend, Inc., a Michigan corporation Homes of Merit, Inc., a Florida corporation I.D.A., Inc., an Oklahoma corporation Imperial Housing, Inc., a Texas corporation Investment Housing, Inc., a Texas corporation Iseman Corp., a South Dakota corporation Jasper Mobile Homes, Inc., a Texas corporation Lake Country Living, Inc., a Texas corporation Lamplighter Homes, Inc., a Washington corporation Lamplighter Homes (Oregon), Inc., an Oregon corporation M&J Southwest Development Corp., a Texas corporation Manufactured Housing of Louisiana, Inc., a Michigan corporation Mobile Factory Outlet, Inc., a Texas corporation Moduline International, Inc., a Washington corporation Northstar Corporation, a South Dakota corporation Philadelphia Housing Center, Inc., a Mississippi corporation Prairie Ridge, Inc., a Kansas corporation Premier Housing, Inc., a Texas corporation Redman Business Trust, a Delaware Redman Homes Management Company, Inc., a Delaware corporation Redman Homes, Inc., a Delaware corporation Redman Industries, Inc., a Delaware corporation Redman Investment, Inc., a Delaware corporation Redman Management Services Business Trust, a Delaware business trust Redman Retail, Inc., a Delaware corporation Regency Supply Company, Inc., a Delaware corporation San Jose Advantage Homes, Inc., a California corporation Service Contract Corporation, a Michigan corporation Southern Showcase Finance, Inc., a Michigan corporation Southern Showcase Housing, Inc., a North Carolina corporation Star Fleet, Inc., an Indiana corporation The Okahumpka Corporation, a Florida corporation Thomas Homes of Austin, Inc., a Texas corporation Thomas Homes of Buda, Inc., a Texas corporation Thomas Homes of Texas, Inc., a Texas corporation Tom Terry Enterprises, Inc., a Nevada corporation Trading Post Mobile Homes, Inc., a Kentucky corporation U.S.A. Mobile Homes, Inc., an Oregon corporation Victory Investment Company, an Oklahoma corporation Vidor Mobile Home Center, Inc., a Texas corporation Western Homes Corporation, a Delaware corporation Whitworth Management, Inc., a Nevada corporation Wright's Mobile Homes, Inc., a Texas corporation