<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>2
<FILENAME>c02296exv5.txt
<DESCRIPTION>OPINION AND CONSENT OF KUTAK ROCK LLP
<TEXT>
<PAGE>

                                    EXHIBIT 5

                                 Kutak Rock LLP

                                February 6, 2006

Board of Directors
Lindsay Manufacturing Co.
2707 North 108th Street, Suite 102
Omaha, Nebraska  68164

           Re:  Lindsay  Manufacturing Co. Registration  Statement on Form S-8
                for up to 750,000 Shares of Common Stock Issuable under the
                2006 Long-Term Incentive Plan


Gentlemen:

         We have acted as counsel to Lindsay Manufacturing Co. (the "Company")
in connection with the filing of the registration statement on Form S-8 (the
"Registration Statement"), under the Securities Act of 1933, as amended (the
"Act"). The Registration Statement relates to the 750,000 shares of the
Company's common stock, $1.00 par value per share (the "Common Stock"), issuable
pursuant to the Company's 2006 Long-Term Incentive Plan (the "Plan").

         This opinion is being furnished in accordance with the requirements of
Item 8 of Form S-8 and Item 601(b)(5)(i) of Regulation S-K. In rendering the
opinion expressed below, we have reviewed such matters, documents and law as we
have deemed necessary for purposes of this opinion. Based on and subject to the
foregoing, it is our opinion that the shares of Common Stock, when issued in
accordance with the Plan, will be legally issued, fully paid and nonassessable.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving this consent, we do not admit that we come
within the category of persons whose consent is required under Section 7 of the
Act or the rules and regulations of the Securities and Exchange Commission
thereunder. This opinion letter is rendered as of the date first written above
and we disclaim any obligation to advise you of facts, circumstances, events or
developments which hereafter may be brought to our attention and which may
alter, affect or modify the opinion expressed herein. Our opinion is expressly
limited to the matters set forth above and we render no opinion, whether by
implication or otherwise, as to any other matters relating to the Company, the
Plan or the Common Stock.

                                              Very truly yours,

                                              /s/ KUTAK ROCK LLP


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