Exhibits 5 & 23.1




                                             August 8, 1994
                                                            
Alex. Brown Incorporated
135 East Baltimore Street
Baltimore, Maryland 21202

Re:  1991 Equity Incentive Plan

Dear Sirs:

     As General Counsel for Alex. Brown Incorporated (the "Company"), I have 
reviewed and am familiar with the Company's 1991 Equity Incentive Plan (the 
"Plan"), as adopted by the Board of Directors on March 21, 1991 and approved 
by the stockholders of the Company at the Annual Meeting held on May 15, 1991 
and thereafter amended by the stockholders at the Annual Meeting held on 
April 25, 1994, the charter, by-laws and corporate proceedings relating to the
adoption of the Plan and the authorization of equity incentive awards and 
subsequent issuances of shares of Common Stock, $.10 par value, (the "Shares")
under the Plan, the Registration Statement of the Company on Form S-8, as 
supplemented, filed with the Securities and Exchange Commission under the 
Securities Act of 1933, as amended, relating to the offering of the Shares 
and such other documents and matters of law as I have deemed necessary in 
connection with the rendering of the opinion set forth herein.

     Based upon the foregoing, in my opinion the Shares offered under, and in
accordance with the terms of, the Plan will be legally and validly 
authorized and issued and will be fully paid and nonassessable in the hands of
the holders thereof under the laws of the State of Maryland.

     I hereby consent to the filing of this opinion as Exhibit 5 to the above-
mentioned Registration Statement.

                                   Very truly yours,

                                   s/ Robert F. Price

                                   Robert F. Price
                                   General Counsel