Exhibit 5.1

                                 March 28, 2006




The Quigley Corporation
621 Shady Retreat Road
Doylestown, Pennsylvania 18901


         Re:      The Quigley Corporation
                  Registration Statement On Form S-8
                  ----------------------------------

Ladies and Gentlemen:

         Reference is made to the  Registration  Statement on Form S-8 dated the
date  hereof  (the  "Registration  Statement"),  filed with the  Securities  and
Exchange  Commission  by the  Quigley  Corporation,  a Nevada  corporation  (the
"Company").  The  Registration  Statement  relates to an  aggregate of 1,500,000
shares (the "Shares") of common stock,  par value $.001 per share of the Company
(the  "Common  Stock").  The Shares  will be issued  and sold by the  Company in
accordance with the Company's 1997 Stock Option Plan (the "Plan").

         We advise you that we have  examined  originals or copies  certified or
otherwise identified to our satisfaction of the Certificate of Incorporation and
By-laws  of the  Company,  minutes of  meetings  of the Board of  Directors  and
stockholders of the Company, the Plan and such other documents,  instruments and
certificates  of  officers  and   representatives  of  the  Company  and  public
officials,  and we have  made such  examination  of the law,  as we have  deemed
appropriate as the basis for the opinion hereinafter  expressed.  In making such
examination, we have assumed the genuineness of all signatures, the authenticity
of all documents  submitted to us as originals,  and the  conformity to original
documents of documents submitted to us as certified or photostatic copies.

         Based upon the foregoing,  we are of the opinion that the Shares,  when
issued and paid for in accordance with the terms and conditions set forth in the
Plan, will be duly and validly issued, fully paid and non-assessable.





March 28, 2005
Page 2

         We hereby  consent to the  filing of this  opinion as an exhibit to the
Registration  Statement  and to the  reference  to this firm  under the  caption
"Legal  Matters"  in the  prospectus  constituting  a part  of the  Registration
Statement.


                          Very truly yours,

                          /s/ OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP

                          OLSHAN GRUNDMAN FROME ROSENZWEIG & WOLOSKY LLP