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                    [LETTERHEAD OF WILLKIE FARR & GALLAGHER]


February 13, 1998


Bolle Inc.
555 Theodore Fremd Avenue
Suite B-302
Rye, New York 10580

Ladies and Gentlemen:

We have acted as counsel to Bolle Inc. (the "Company") and its parent company,
BEC Group, Inc. ("BEC"), both corporations organized under the laws of the
State of Delaware, in connection with the issuance by the Company to BEC as a
stock dividend of up to 8,000,000 shares of common stock, par value $.01 per
share, of the Company (the "Shares") and the distribution of such Shares as a
dividend by BEC to holders of record of its common stock (the "Spinoff") in
accordance with the Company's Registration Statement on Form S-1 (Registration
No. 333-40279) (the Registration Statement as amended to the date hereof and as
may be amended further is hereinafter referred to as the "Registration
Statement").

We have examined and are familiar with originals or copies, certified or
otherwise identified to our satisfaction, of such documents, corporate records
and other instruments relating to the incorporation of the Company and BEC, the
authorization, issuance and dividend of the Shares by the Company to BEC, and
the dividend of such Shares to holders of record of BEC's common stock pursuant
to the Spinoff. In particular, we have reviewed the certificates of
incorporation and by-laws of both BEC and the Company, resolutions of the
stockholders and Board of Directors of the Company, resolutions of the Board of
Directors of BEC and certifications by officers of the Company and BEC, and
have made such investigations of law, as we have deemed necessary and
advisable. In such examination, we have assumed the genuineness of all
signatures, the authenticity of all documents submitted to us as originals and
the conformity to authentic originals of all documents submitted to us as
copies.

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Bolle Inc.

February 13, 1998
Page 2


Based upon the foregoing, we are of the opinion that:

1.  The Company is duly incorporated and validly existing under the laws of the
    State of Delaware; and

2.  The Shares have been duly authorized and, when the Shares have been (i)
    issued and delivered by the Company to BEC, and (ii) distributed and
    delivered by BEC to holders of record of its common stock pursuant to the
    Spinoff, all in accordance with the Registration Statement, such Shares
    will constitute legally issued, fully paid and non-assessable shares of
    Common Stock.

We are qualified to practice law in the State of New York and do not purport to
be experts on, or to express any opinion herein, concerning any law, other than
the laws of the State of New York, the General Corporation Law of the State of
Delaware and the federal laws of the United States of America.

We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement referred to above and to the reference to our firm under
the heading "Legal Matters" in the Prospectus included in the Registration
Statement.

Very truly yours,

/s/ Willkie Farr & Gallagher


