EXHIBIT 5

                                 July 26, 1999

Board of Directors
Harbor Federal Bancorp, Inc.
705 York Road
Baltimore, Maryland  21204

       Re:      Harbor Federal Bancorp, Inc.
                1999 Stock Incentive Plan
                Registration Statement on Form S-8

Dear Board Members:

     We have  acted as  special  counsel  to Harbor  Federal  Bancorp,  Inc.,  a
Maryland corporation (the "Company"),  in connection with the preparation of the
Registration  Statement  on Form S-8  filed  with the  Securities  and  Exchange
Commission (the  "Registration  Statement") under the Securities Act of 1933, as
amended,  relating to 170,000  shares of common stock,  par value $.01 per share
(the "Common  Stock") of the Company which may be issued  pursuant to the Harbor
Federal Bancorp,  Inc. 1999 Stock Incentive Plan (the "Plan"), all as more fully
described in the Registration Statement.  You have requested the opinion of this
firm with respect to certain legal aspects of the proposed offering.

     We have  examined  such  documents,  records  and matters of law as we have
deemed  necessary for purposes of this opinion and based thereon,  we are of the
opinion that the Common Stock when issued pursuant to and in accordance with the
terms of the Plan will be legally issued, fully paid, and nonassessable.

     We hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
Registration  Statement on Form S-8 and to references to our firm included under
the caption "Legal Opinion" in the Prospectus  which is part of the Registration
Statement.

                                          Very truly yours,

                                          /s/ KUTAK ROCK

                                          KUTAK ROCK