<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>4
<FILENAME>s82003ex5.txt
<DESCRIPTION>S-8 OPINION OF LEGAL COUNSEL
<TEXT>


                                                     Exhibit 5













                                                     July 1, 2003



        Research Frontiers Incorporated
        240 Crossways Park Drive
        Woodbury, New York 11797


        Gentlemen:

             I am the President and General Counsel of Research
        Frontiers Incorporated (the "Company"), a Delaware corporation, and
        render this opinion in connection with the registration pursuant to a
        Registration Statement on Form S-8 (the "Registration Statement") by the
        Company under the Securities Act of 1933, as amended (the "Act"), of
        600,000 shares of the Company's common stock, $.0001 par value (the
        "Common Stock"), to be offered for sale by the Company upon the exercise
        of certain stock options ("Options") from time to time
        granted under the Company's 1998 Stock Option Plan.

             I have examined the Company's Certificate of Incorporation and
        By-Laws, both as amended, and minute books and such other documents and
        records as I have deemed necessary and relevant as a basis for my
        opinions hereinafter set forth.  For the purposes of this opinion, I
        have assumed the genuineness of all signatures and the conformity to
        original documents of all instruments furnished to me for review or
        examination as copies.

             Based on the foregoing and having regard to such legal
        considerations as I have deemed relevant, it is my opinion that:

             1.  The Company is a corporation duly organized under the laws of
        the State of Delaware.

             2.  The Common Stock covered by the Registration Statement has been
        validly authorized.

             3.  When the Common Stock has been duly registered under the Act,
        when certificates for the Common Stock have been duly delivered, and
        when the Company shall have received the consideration to be received by
        it pursuant to and upon exercise of the related warrants and Options,the
        Common Stock will be validly issued,fully paid and non-assessable by the
        Company, with no personal liability attaching to ownership thereof.

             I hereby consent to the inclusion of this opinion in the
        Registration Statement and to the references to me contained therein.

                                  Very truly yours,

                                  /s/ Joseph M. Harary

                                  Joseph M. Harary, Esq.
                                  President and General Counsel

</TEXT>
</DOCUMENT>
