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                                       Exhibits 5 & 23.1





                                        May 22, 1995
                                                            
Alex. Brown Incorporated
135 East Baltimore Street
Baltimore, Maryland 21202

Re:  1995 Non-Employee Director Stock Purchase Plan

Dear Sirs:

     As General Counsel for Alex. Brown Incorporated (the "Company"), I have
reviewed and am familiar with the Company's 1995 Non-Employee Director Stock
Purchase Plan (the "Plan"), as adopted by the Board of Directors on 
March 1, 1995 and approved by the stockholders of the Company at the Annual 
Meeting held on April 25, 1995, the charter, by-laws and corporate proceedings 
relating to the adoption of the Plan and the authorization for issuance of up to
150,000 shares of Common Stock, $.10 par value, (the "Shares") under the Plan, 
the Registration Statement of the Company on Form S-8, 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