EXHIBIT 5
                                                                ---------

                                 May 9, 2003

   Securities and Exchange Commission
   Judiciary Plaza
   450 Fifth Street, N.W.
   Washington, D.C.  20549

        RE:  NEWELL RUBBERMAID INC. - REGISTRATION OF
             COMMON STOCK, PAR VALUE $1.00 PER SHARE, ON FORM S-8
             ----------------------------------------------------

   Ladies and Gentlemen:

        We have acted as counsel to Newell Rubbermaid Inc., a Delaware
   corporation (the "Company"), in connection with the Company's filing
   of a Registration Statement on Form S-8 (the "Registration Statement")
   covering 15,000,000 shares of the Company's common stock, par value
   $1.00 per share, and the related Purchase Rights attached thereto (the
   "Common Stock"), issuable under the Newell Rubbermaid Inc. 2003 Stock
   Plan (the "Plan").

        In this connection we have made such investigation and have
   examined such documents as we have deemed necessary in order to enable
   us to render the opinion contained herein.

        Based on the foregoing, it is our opinion that the shares of the
   Common Stock, when issued in accordance with the terms of the Plan,
   and pursuant to the Registration Statement, will be legally issued,
   fully paid and nonassessable.

        We hereby consent to the filing of this opinion as an exhibit to
   the Registration Statement.
                                      Very truly yours,

                                      SCHIFF HARDIN & WAITE


                                      By:  /s/ Lauralyn G. Bengel
					   ______________________________
                                           Lauralyn G. Bengel