
                          ARTER & HADDEN
                   1717 Main Street, Suite 4100
                       Dallas, Texas  75201
                          (214) 761-2100
                       (214) 741-7139 (FAX)


                                                      Exhibit 5.1 & 23.1


                           May 28, 1996



Board of Directors
BRC Holdings, Inc.
1111 West Mockingbird, Suite 1500
Dallas, Texas  75047

    Re:  Registration Statement on Form S-8
         1995 Stock Option Plan for Non-Employee Directors

Gentlemen:

    We have acted as counsel to BRC Holdings, Inc. (f/k/a Business
Records Corporation Holding Company), a Delaware corporation (the
"Company"), in connection with the preparation of the Registration
Statement on Form S-8 (the "Registration Statement") to be filed
with the Securities and Exchange Commission on or about May 29,
1996, under the Securities Act of 1933, as amended (the "Securities
Act"), relating to 120,000 shares of the $0.10 par value common
stock (the "Common Stock") of the Company that will be issued on
the exercise of stock options (collectively, the "Options") granted
or that may be granted under the 1995 Stock Option Plan for Non-Employee
Directors of the Company (the " Outside Director Plan").

    You have requested the opinion of this firm with respect to
certain legal aspects of the Registration Statement.  In connection
therewith, we have examined and relied upon the original, or copies
identified to our satisfaction, of (1) the Certificate of
Incorporation and the Bylaws of the Company, as both have been
amended; (2) minutes and records of the corporate proceedings of
the Company with respect to the Outside Director Plan and related
matters; (3) the Registration Statement and exhibits thereto,
including the Outside Director Plan and the option agreement listed
as exhibits to the Registration Statement; and (4) such other
documents and instruments as we have deemed necessary for the
expression of the opinions herein contained.  In making the
foregoing examinations, we have assumed the genuineness of all
signatures and the authenticity of all documents submitted to us as
originals, and the conformity to original documents of all
documents submitted to us as certified or photostatic copies.  As
to various questions of fact material to this opinion, and as to
the content and form of the Certificate of Incorporation, the
Bylaws, minutes, records, resolutions and other documents or
writings of the Company, we have relied, to the extent we deem
reasonably appropriate, upon representations or certificates of
officers or directors of the Company and upon documents, records
and instruments furnished to us by the Company, without independent
check or verification of their accuracy.

    Based upon our examination, consideration of, and reliance on
the documents and other matters described above, and subject to the
comments and exceptions noted below, we are of the opinion that,
assuming (i) the outstanding Options were duly granted and the
Options to be granted in the future will be duly granted in
accordance with the terms of the Outside Director Plan, (ii) the
Company maintains an adequate number of authorized but unissued
shares and/or treasury shares of Common Stock available for
issuance to those persons who exercise Options granted under the
Outside Director Plan, (iii) the exercise of Options is in
accordance with the provisions thereof and in accordance with the
provisions of the Outside Director Plan, and (iv) the consideration
for the shares of Common Stock issuable upon the exercise of such
Options is actually received by the Company as provided in the
Outside Director Plan and the particular Option and such
consideration exceeds the par value of such shares, then the shares
of Common Stock issued pursuant to the exercise of the Options will
be validly issued, fully paid and nonassessable.

    We bring to your attention the fact that this legal opinion is
an expression of professional judgment and not a guaranty of
result.  This opinion is rendered as of the date hereof, and we
undertake no, and hereby disclaim any, obligation to advise you of
any changes in or new developments that might affect any matters or
opinions set forth herein.

    This opinion is limited in all respects to the General
Corporation Law of the State of Delaware as in effect on the date
hereof; however, we are not members of the Bar of the State of
Delaware and our knowledge of its General Corporation Law is
derived from a reading of the most recent compilation of that
statute available to us without consideration of any judicial or
administrative interpretations thereof.

    We hereby consent to the filing of this opinion as an exhibit
to the Registration Statement and to references to our firm
included in or made a part of the Registration Statement.  In
giving this consent, we do not admit that we come within the
category of person whose consent is required under Section 7 of the
Securities Act or the Rules and Regulations of the Securities and
Exchange Commission thereunder.  This opinion may not be relied
upon by any person other than the addressee identified above.

                             Very truly yours,

                             /s/ Arter & Hadden

                             ARTER & HADDEN 


