Exhibit 5

                     [THE J. M. SMUCKER COMPANY LETTERHEAD]


                                 August 16, 2002


Securities and Exchange Commission
Judiciary Plaza
450 5th Street, N.W.
Washington, D.C.  20549

                        Re: The J. M. Smucker Company
                            1998 Equity and Performance Incentive Plan


Ladies and Gentlemen:

         I have acted as counsel for The J. M. Smucker Company, an Ohio
corporation (the "Registrant"), in connection with The J. M. Smucker Company
1998 Equity and Performance Incentive Plan (the "Plan"). I have examined such
documents, records and matters of law as I have deemed necessary for purposes of
this opinion, and based thereon, I am of the opinion that:

         1.       The Registrant's Common Shares, without par value (the "Common
                  Shares"), that may be issued or transferred and sold pursuant
                  to the Plan and the authorized forms of agreement thereunder
                  ("Agreements") will be, when issued or transferred and sold in
                  accordance with the plan and such Agreements, duly authorized,
                  validly issued, fully paid and nonassessable.

         2.       When issued in accordance with the Amended and Restated Rights
                  Agreement, dated as of August 28, 2000 between the Registrant
                  and Computershare Investor Services, LLC, successor to Harris
                  Trust and Savings Bank, as Rights Agent, as amended October
                  22, 2001 (the "Rights Agreement"), the Preferred Share
                  Purchase rights (the "Rights") will be validly issued.

           The opinion set forth in paragraph 2 is limited to the valid issuance
of the Rights under the corporation laws of the State of Ohio. I do not express
any opinion herein with respect to any other aspect of the Rights, the effect of
equitable principles or fiduciary considerations relating to the adoption of the
Rights Agreement or the issuance of the Rights or the enforceability of any
particular provisions of the Rights Agreement.

           In rendering the opinion set forth in subparagraph 2 above, moreover,
I note that my review indicates that there are no reported decisions applying
Ohio law concerning the authorization or issuance of securities substantially
similar to the Rights. In the absence of directly applicable judicial authority,
I have considered the pertinent provisions of Ohio corporation law and the
decisions of courts applying the laws of other jurisdictions to analogous
factual situations. Although such decisions may be persuasive to Ohio courts,
they have no binding precedential effect.

           I hereby consent to the filing of this opinion as Exhibit 5 to the
Registration Statement on Form S-8 filed by the Registrant to effect
registration of the Shares to be issued and sold pursuant to the Plan under the
Securities Act of 1933.

                                                          Very truly yours,

                                                          /s/  Ann Harlan

                                                          Ann Harlan
                                                          General Counsel