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                                                                      EXHIBIT 5

                               PALMER & DODGE LLP
                    ONE BEACON STREET, BOSTON, MA 02108-3190

TELEPHONE: (617) 573-0100                             FACSIMILE: (617) 227-4420

                                  May 25, 2000



Lamar Advertising Company
5551 Corporate Boulevard
Baton Rouge, Louisiana 70808

Ladies and Gentlemen:

         We are rendering this opinion in connection with the Registration
Statement on Form S-8 (the "Registration Statement") filed by Lamar Advertising
Company (the "Company") with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, on or about the date hereof. The
Registration Statement relates to 1,000,000 shares (the "Shares") of the
Company's Class A Common Stock, $0.001 par value, offered pursuant to the
provisions of the Company's 1996 Equity Incentive Plan (the "Plan").

         We have acted as your counsel in connection with the preparation of the
Registration Statement and are familiar with the proceedings taken by the
Company in connection with the authorization, issuance and sale of the Shares.
We have examined all such documents as we consider necessary to enable us to
render this opinion.

         Based upon the foregoing, we are of the opinion that, when issued in
accordance with the terms of the Plan and the options or other rights granted
thereunder, the Shares will be duly authorized, validly issued, fully paid and
nonassessable.

         We hereby consent to the filing of this opinion as a part of the
Registration Statement.

                                Very truly yours,



                             /s/ PALMER & DODGE LLP



