EXHIBIT 5.1

                               KANE KESSLER, P.C.
                           1350 AVENUE OF THE AMERICAS
                          NEW YORK, NEW YORK 10019-4896
                                 (212) 541-6222

                                   May 8, 2003

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

     Re: Jarden Corporation
         Registration Statement on Form S-8
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Gentlemen:

     We have acted as special counsel to Jarden Corporation, a Delaware
corporation (the "Company"), in connection with the preparation of a
Registration Statement on Form S-8 (the "Registration Statement") pertaining to
the registration by the Company under the Securities Act of 1933, as amended, of
an aggregate of 2,000,000 shares of the Company's common stock ("Common Stock"),
$.01 par value per share (the "2003 Incentive Shares"), pursuant to the Jarden
Corporation 2003 Stock Incentive Plan (the "2003 Incentive Plan") and 300,000
shares of Common Stock (the "2003 Employee Shares" and together with the 2003
Incentive Shares, the "Shares") pursuant to the Jarden Corporation Employee
Stock Purchase Plan (the "2003 Employee Plan" and together with the 2003
Incentive Plan, the "Plans").

     We have made such legal and factual examinations and inquiries, including
an examination of originals or copies certified or otherwise identified to our
satisfaction of such documents, corporate records and instruments, as we have
deemed necessary or appropriate for purposes of this opinion. In our
examination, we have assumed the genuineness of all signatures, the authenticity
of all documents submitted to us as originals, and the conformity to authentic
original documents of all documents submitted to us as copies.

     We have relied, without independent investigation, upon a certificate from
the Company's Senior Vice President that the number of shares which the Company
is authorized to issue in its Certificate of Incorporation, as amended, exceeds
the sum of (i) the number of shares of the Company's Common Stock outstanding,
(ii) the number of shares of the Company's Common Stock held as treasury shares,
and (iii) the number of shares of the Company's Common Stock which the Company
is obligated to issue (or has otherwise reserved for issuance for any purposes),
by at least the number of shares which may be issued in connection with the
Plans, and we have assumed for purposes of our opinion herein that such
condition will remain true at all future times relevant to this opinion. We have
also assumed that the Company will cause certificates representing Shares issued
in the future to be properly executed and delivered and will take all other
actions appropriate for the due and proper issuance of such Shares. We have
assumed for purposes of this opinion that options issued under the Plans and the
Shares issuable upon exercise of such options have been duly authorized by all
necessary corporate action on the part of the Company and such options have been
duly authorized and granted under the Plans. We express no opinion regarding any
shares reacquired by the Company after initial issuance.

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     We are members of the Bar of the State of New York and are not admitted to
practice law in any other jurisdiction. We do not hold ourselves out as being
conversant with, and express no opinion as to, the laws of any jurisdiction
other than the laws of the State of New York, the General Corporation Law of the
State of Delaware, and laws of the United States of America.

     Subject to the limitations stated in this letter, and subject further to
the following limitations, it is our opinion that:

     (i) the 2003 Incentive Shares issuable by the Company, under and in
accordance with all of the provisions of the 2003 Incentive Plan, will, upon
delivery thereof and receipt by the Company of all and adequate consideration
owed to the Company therefor (assuming such consideration exceeds the par value
therefor), be validly issued, fully paid and nonassessable; and

     (ii) the 2003 Employee Shares issuable by the Company, under and in
accordance with all of the provisions of the 2003 Employee Plan, will, upon
delivery thereof and receipt by the Company of all and adequate consideration
owed to the Company therefor (assuming such consideration exceeds the par value
therefor), be validly issued, fully paid and nonassessable.

     The foregoing assumes that the aforesaid Registration Statement will become
and remain effective under the Securities Act of 1933, as amended, prior to any
offering of the Shares pursuant to the terms thereof and will be amended, as
appropriate, and that there will be compliance with all applicable state
securities laws in connection with the offering of such securities, as well as
compliance with the terms of the offering set forth in the Registration
Statement.

     This opinion is rendered solely for your benefit and may not be relied upon
by any other person or entity. This opinion is provided to you as of the date
hereof. We undertake no, and hereby disclaim any obligation to advise you of any
change in any matter set forth herein. Without our prior written consent, this
opinion may not be quoted in whole or in part or otherwise referred to in any
report or document furnished to any person or entity.

     We consent to the filing of this letter as an exhibit to the Registration
Statement. In giving this consent, we do not thereby admit that we are within
the category of persons whose consent is required under Section 7 of the
Securities Act of 1933, as amended, or the rules and regulations of the
Securities and Exchange Commission thereunder.


                                             Very truly yours,



                                             KANE KESSLER, P.C.

                                             /s/ Jeffrey S. Tullman
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