EXHIBIT 5


                             June 8, 2004

Life Time Fitness, Inc.
6442 City West Parkway
Eden Prairie, MN 55344

Ladies and Gentlemen:

         In connection with the proposed registration under the Securities Act
of 1933, as amended, of up to 11,385,000 shares of common stock, par value $.02
per share (the "Shares"), of Life Time Fitness, Inc., a Minnesota corporation
(the "Company"), we have examined such corporate records and other documents,
including the Registration Statement on Form S-1 relating to the Shares (as such
Registration Statement may be amended from time to time, the "Registration
Statement"), and have reviewed such matters of law as we have deemed necessary
for this opinion, and we advise you that in our opinion:

         1. The Company is a corporation duly organized and existing under the
laws of the State of Minnesota.

         2. When the Amended and Restated Articles of Incorporation are properly
filed with, and accepted by, the Secretary of State of the State of Minnesota in
the form filed as Exhibit 3.2 to the Registration Statement and when the Shares
are issued and sold as contemplated in the Registration Statement, with payment
for such Shares received by the Company or the selling shareholders named in the
Registration Statement as contemplated in the Registration Statement, the Shares
will be legally and validly issued and fully paid and nonassessable.

         It is understood that this opinion is to be used only in connection
with the offer and sale of the Shares while the Registration Statement is in
effect.

         We consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the heading "Legal
Matters" in the Prospectus constituting a part of the Registration Statement and
to the reference to our firm wherever appearing therein.

                                        Very truly yours,

                                        FAEGRE & BENSON LLP


                                        By: /s/ KRIS SHARPE
                                            ----------------------------------
                                                Kris Sharpe