EXHIBIT 5

                  Brown Raysman Millstein Felder & Steiner LLP
                                900 Third Avenue
                               New York, NY 10022

November 27, 2002

Hanover Direct, Inc.
115 River Road, Building 10
Edgewater, New Jersey 07020

Ladies and Gentlemen:

            We refer to the Registration Statement on Form S-8 (the
"Registration Statement") to be filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended (the "Act"), on behalf
of Hanover Direct, Inc., a Delaware corporation (the "Company"), relating to an
aggregate of 5,000,000 shares of the Company's Common Stock, $.66 2/3 par value
(the "Common Stock"), to be issued under the Company's 2000 Management Stock
Option Plan (the "Plan").

            As counsel to the Company, we have examined such corporate records
and other documents and such questions of law as we have deemed necessary or
appropriate for the purposes of this opinion and, upon the basis of such
examinations, advise you that in our opinion all necessary corporate proceedings
by the Company have been duly taken to authorize the issuance of the Common
Stock pursuant to the exercise of options granted pursuant to the Plan and the
shares of Common Stock being registered pursuant to the Registration Statement,
when issued and paid for in accordance with the terms of the option agreements
and the Plan, will be duly authorized, validly issued, fully paid and
non-assessable.

            We consent to the filing of this opinion as an exhibit to the
Registration Statement. This consent is not to be construed as an admission that
we are a person whose consent is required to be filed with the Registration
Statement under the provisions of the Act.

                                Very truly yours,

                                /s/ Brown Raysman Millstein Felder & Steiner LLP