EXHIBIT 5

                                                               November 10, 1997

Innovative Valve Technologies, Inc.
14900 Woodham Drive, Suite A-125
Houston, Texas 77073

Gentlemen:

        In connection with the Registration Statement on Form S-8 (the
"Registration Statement") being filed by Innovative Valve Technologies, Inc., a
Delaware corporation (the "Company"), with the Securities and Exchange Commision
under the Securities Act of 1933, as amended, relating to 1,500,000 shares of
common stock of the Company, par value $.001 per share ("Common Stock"), that
may be issued pursuant to the 1997 Incentive Plan of Innovative Valve
Technologies, Inc. (the "Plan"), certain legal matters in connection with such
shares are being passed upon for the Company by us. At your request, this
opinion is being furnished for filing as Exhibit 5 to the Registration
Statement.

        In our capacity as your counsel in the connection referred to above, we
have examined the Company's Certificate of Incorporation and Bylaws, each as
amended to date, and the originals, or copies certified or otherwise identified,
of corporate records of the Company, certificates of public officials and of
representatives of the Company, statutes and other instruments and documents as
a basis for the opinions hereinafter expressed. In giving such opinions, we have
relied upon certificates of officers of the Company with respect to the accuracy
of material factual matters contained in or covered by such certificates.

        On the basis of the foregoing, we are of the opinion that:

                1. The Company is a corporation duly organized and validly
        existing in good standing under the laws of the State of Delaware.

                2. Upon the issuance of shares of Common Stock pursuant to the
        provisions of the Plan and the related award agreements authorized and
        approved by the Compensation Committee of the Board of Directors of the
        Company for consideration at least equal to the par value of such
        shares, such shares of Common Stock will be duly authorized by all
        necessary corporate action on the part of the Company, validly issued,
        fully paid and nonassessable.

Innovative Valve Technologies, Inc.   -2-                      November 10, 1997

        We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.

                                         Very truly yours,