Exhibit 5.1

666 Fifth Avenue, 31st Floor · New York, New York  10103-3198

 · Direct:  · Main: 212 318 3000 · Facsimile: 212 318 3400

April 12, 2013

Fairway Group Holdings Corp.

2284 12th Avenue

New York, New York  10027

Ladies and Gentlemen:

We have acted as counsel to Fairway Group Holdings Corp., a Delaware corporation (the “Company”), in connection with the registration under the Securities Act of 1933, as amended (the “Securities Act”), of shares of the Company’s Class A common stock, par value $0.00001 per share (the “Shares”), as described in the Company’s Registration Statement on Form S-1 (File No. 333-184063) initially filed with the U.S. Securities and Exchange Commission with respect to the Shares on September 24, 2012 (as amended and as it may subsequently be amended, the “Registration Statement”). The Shares to be issued and sold by the Company pursuant to the Registration Statement are referred to herein as the “Company Shares.”  The Shares to be sold by the selling stockholders identified in the Registration Statement (the “Selling Stockholders”), including to cover over-allotments, if any, pursuant to the Registration Statement, are herein referred to as the “Secondary Shares.”

In connection with the foregoing, we have examined originals or copies of such corporate records of the Company, certificates and other communications of public officials, certificates of officers of the Company and such other documents as we have deemed relevant or necessary for the purpose of rendering the opinions expressed herein. As to questions of fact material to those opinions, we have, to the extent we deemed appropriate, relied on certificates of officers of the Company and on certificates and other communications of public officials. We have assumed the genuineness of all signatures on, and the authenticity of, all documents submitted to us as originals, the conformity to authentic original documents of all documents submitted to us as copies thereof, the due authorization, execution and delivery by the parties thereto other than the Company of all documents examined by us, and the legal capacity of each individual who signed any of those documents.

Based upon the foregoing, and having due regard for such legal considerations as we deem relevant, we are of the opinion that (a) the Company Shares are duly and validly authorized for issuance, (b) when the issued by the Company in accordance with the terms of the underwriting agreement, a form of which has been filed as an exhibit to the Registration Statement (the “Underwriting Agreement”), and the documents contemplated thereby, and upon

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www.fulbright.com

Fairway Group Holdings Corp.

April 12, 2013

Page 2

receipt by the Company of payment for the Company Shares as provided in the Underwriting Agreement, the Company Shares will be validly issued, fully paid and nonassessable, and (c) the Secondary Shares are duly authorized and validly issued, fully paid and nonassessable.

The opinions expressed herein are limited exclusively to applicable federal laws of the United States of America and applicable provisions of, respectively, the Delaware Constitution, the Delaware General Corporation Law and reported judicial interpretations of such law, in each case as currently in effect, and we are expressing no opinion as to the effect of the laws of any other jurisdiction.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and the reference to this firm under the caption “Legal Matters” in the prospectus contained therein. This consent is not to be construed as an admission that we are a party whose consent is required to be filed with the Registration Statement under the provisions of the Securities Act or the rules and regulations of the Securities and Exchange Commission promulgated thereunder.

Very truly yours,

/s/ Fulbright & Jaworski L.L.P.

Fulbright & Jaworski L.L.P.