ROBINS, KAPLAN, MILLER & CIRESI L.L.P.
                        ATTORNEYS AT LAW



                       2800 LASALLE PLAZA
                      800 LASALLE AVENUE
                MINNEAPOLIS, MINNESOTA 55402-2015
                    TELEPHONE (612) 349-8500
                    FACSIMILE (612) 339-4181


[LETTERHEAD]




                                                   June 17, 1999



Best Buy Co., Inc.
7075 Flying Cloud Drive
Eden Prairie, MN  55344

Ladies and Gentlemen:

         In connection with the Registration Statement on Form S-8 (the
"Registration Statement") of even date herewith of Best Buy Co., Inc., a
Minnesota corporation (the "Company"), relating to $40,000,000 of
obligations (the "Obligations") which may be incurred by the Company pursuant to
its Deferred Compensation Plan, as amended (the "Plan"), we, as counsel for the
Company, have examined such corporate records and other documents, including the
Registration Statement, and have reviewed such matters of law as we have deemed
relevant hereto, and, based upon such examination and review, it is our opinion
that all necessary corporate action on the part of the Company has been taken to
authorize the Company to incur the Obligations, and that the Obligations, when
incurred as contemplated in the Registration Statement, will be binding
obligations of the Company in accordance with their terms, except as
enforceability may be limited by the application of bankruptcy, insolvency,
reorganization, moratorium, or other similar laws affecting the rights of
creditors generally and by judicial limitations on the right of specific
performance.

         The Plan permits a deferral of income by eligible employees and
directors for periods extending to the termination of employment (or
directorship) or beyond. Accordingly, the Plan by its terms appears to fall
within the definition of an "employee pension benefit plan" in Section 3(3) of
the Employee Retirement Income Security Act of 1974, as amended ("ERISA").
However, as a plan that is unfunded and maintained primarily for the purpose of
providing deferred compensation to a select group of management or highly
compensated employees (commonly referred to as a "top hat plan"), the Plan is
only subject to Parts 1 and 5 of Title I of ERISA.

         Parts 1 and 5 of Title I of ERISA do not impose any specific written
requirements on top hat plans as a condition to compliance with the applicable
provisions of ERISA. Rather, they relate to reporting and disclosure
requirements and administration and enforcement which govern the operation of
plans like the Plan.






Best Buy Co., Inc.
June 17, 1999
Page 2


         There being no express terms of the Plan that contravene or conflict
with the provisions of Parts 1 and 5 of Title I of ERISA, we are of the opinion
that the provisions of the written document constituting the Plan comply with
the applicable requirements of ERISA.

         This opinion letter is issued as of the date hereof and is limited to
the laws now in effect, and in all respects is subject to and may be limited by
future legislation, as well as by future case law. We assume no responsibility
to keep this opinion current or to supplement it to reflect facts or
circumstances which may hereafter come to our attention or any changes in laws
which may hereafter occur.

         We hereby consent to being named in the Registration Statement as
counsel for the Company who have passed upon legal matters in connection with
the incurrence of the Obligations. We further consent to the filing of this
opinion as an exhibit to the Registration Statement.

Yours very truly,

                                 /s/ Robins, Kaplan, Miller & Ciresi L.L.P.
                                 --------------------------------------------