EXHIBIT 5

             OPINION AND CONSENT OF BROBECK, PHLEGER & HARRISON LLP

                                February 6, 2002

Coldwater Creek Inc.
One Coldwater Creek Drive
Sandpoint, Idaho  83864

     Re:  Coldwater Creek Inc. - Registration Statement for Offering of 400,000
          Shares of Common Stock

Dear Ladies and Gentlemen:

     We have acted as counsel to Coldwater Creek Inc., a Delaware corporation
(the "Company"), in connection with the registration on Form S-8 (the
"Registration Statement") under the Securities Act of 1933, as amended, of
400,000 additional shares of the Company's common stock (the "Shares") for
issuance under the Company's 1996 Stock Option/Issuance Plan (the "Plan").

     This opinion is being furnished in accordance with the requirements of Item
8 of Form S-8 and Item 601(b)(5)(i) of Regulation S-K.

     We have reviewed the Company's charter documents and the corporate
proceedings taken by the Company in connection with the establishment and
implementation of the Plan. Based on such review, we are of the opinion that,
if, as and when the Shares have been issued and sold (and the consideration
therefor received) pursuant to (a) the provisions of stock option agreements
duly authorized under the Plan and in accordance with the Registration
Statement, or (b) duly authorized direct stock issuances under the Plan effected
in accordance with the Registration Statement effected in accordance with the
Registration Statement, such Shares will be duly authorized, legally issued,
fully paid and nonassessable.

     We consent to the filing of this opinion letter as Exhibit 5 to the
Registration Statement.

     This opinion letter is rendered as of the date first written above and we
disclaim any obligation to advise you of facts, circumstances, events or
developments which hereafter may be brought to our attention and which may
alter, affect or modify the opinion expressed herein. Our opinion is expressly
limited to the matters set forth above and we render no opinion, whether by
implication or otherwise, as to any other matters relating to the Company, the
Plans or the Shares.

                                       Very truly yours,

                                       /s/ BROBECK, PHLEGER & HARRISON LLP

                                       BROBECK, PHLEGER & HARRISON LLP