Exhibit 5.3

          [Letterhead of KOZLOV, SEATON, ROMANINI, BROOKS & GREENBERG]

                                November 25, 1997

                        Registration Statement Under The
                       Securities Act of 1933 on Form F-3

Ladies and Gentlemen:

      This opinion is being provided to you by the undersigned, as New Jersey
counsel for Sun International Hotels Limited (the "Issuer") and Resorts
International Hotel, Inc., a wholly owned subsidiary of the Issuer (the
"Guarantor"). We have acted as New Jersey counsel to the Issuer and the
Guarantor 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 F-3 (the "Registration
Statement"), and the prospectus included therein (the "Prospectus"), relating to
(i) the registration by the Issuer and Sun International North America, Inc.
("SINA"), as joint and several obligors, of $300,000,000 in the aggregate of
debt securities (the "Debt Securities") representing unsecured obligations of
the Issuer and SINA, (ii) the registration by the Guarantor of a certain
guarantee (the "Guarantee") of the Debt Securities and (iii) the registration by
certain other guarantors of certain guarantees of the Debt Securities, in each
of cases (i) - (iii), to be issued pursuant to a Trust Indenture (the
"Indenture") between the Issuer, SINA, the guarantors named therein and a
trustee (the "Trustee") to be named in a prospectus supplement relating to the
Debt Securities.

      In so acting, we have examined and relied upon the originals, or copies
certified or otherwise identified to our satisfaction, of such records,
documents, certificates and other instruments as in our judgment are necessary
or appropriate to enable us to render the opinion expressed below. Capitalized
terms which are used herein and are not otherwise defined herein shall have the
meanings set forth in the Registration Statement. Our opinion assumes that the
definitive Indenture will be in substantially the form filed as an Exhibit to
the Registration Statement.

      We understand that certain legal matters with respect to the legality of
the Debt Securities will be passed upon for the Issuers and the guarantors, if
any, by General Counsel for the Issuers.


with respect to matters of United States law, New York law and the General
Corporation law of Delaware, and by other counsel for the Company and certain
guarantors with respect to matters of Bahamian law, British Virgin Islands law
and Connecticut law. Also, we understand that certain matters will be passed
upon for any underwriters or agents by a firm named in the Prospectus Supplement
relating to a particular issue of Debt Securities. We express no opinion with
respect to such matters.

      Based upon the foregoing, we are of the following opinion:

      1.    When the Indenture has been duly authorized, executed and delivered
            by the Issuer, SINA, the guarantors named therein and the Trustee,
            and the Guarantee has been duly executed, authenticated, issued,
            delivered and paid for as contemplated by the Registration Statement
            and any prospectus supplement relating to the Guarantee and in
            accordance with the Indenture, assuming the terms of the Guarantee
            have been duly established so as not to violate any applicable law
            or instrument binding upon the Guarantor and so as to comply with
            any requirement imposed by any court or governmental body having
            jurisdiction over the Guarantor and, if necessary, approved by any
            applicable Gaming Authority, the Guarantee will be validly issued
            and will constitute a valid and binding obligation of the Guarantor
            in accordance with its terms, except as may be limited by applicable
            bankruptcy, insolvency, reorganization, moratorium or similar laws
            of general applicability relating to or affecting the rights of
            creditors and by general principles of equity.

      The opinions expressed above are limited to the laws of the State of New
Jersey. We do not hold ourselves out as experts in and express no opinion as to
the laws of any state or jurisdiction other than the laws of the State of New
Jersey. Your reliance herein should be guided accordingly.

      We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement (and any amendments thereto) and to the use of our name
under the caption "Legal Matters" in the Prospectus. In giving such consent, we
do not thereby concede that we are within the category of persons whose consent
is required under Section 7 of the Act or the Rules and Regulations of the
Commission thereunder.

      The opinions expressed herein are based upon existing law, which is
subject to change and, after the date hereof, we have no obligation to inform
you of any such change. This letter, and the opinion expressed herein, is solely
for your benefit in connection with the preparation and filing of the
Registration Statement and the Prospectus and no other person, except for your
successors, shall be entitled to rely upon the opinion herein expressed. This
letter is limited to the matters stated herein and no opinion is


implied or may be inferred beyond the matters expressly stated.

                                Very truly yours,


                                /s/ Kozlov, Seaton, Romanini, Brooks & Greenberg

                                Kozlov, Seaton, Romanini, Brooks & Greenberg