EXHIBIT 5


                                August 21, 2001



Encompass Services Corporation
3 Greenway Plaza, Suite 2000
Houston, Texas 77046

Ladies and Gentlemen:

We have acted as counsel to Encompass Services Corporation (the "Company"), a
Texas corporation, in connection with the offer by the Company to exchange
$1,000 principal amount of its 10 1/2% Exchange Senior Subordinated Notes due
2009 (the "Exchange Notes") for each $1,000 principal amount of its 10 1/2%
Senior Subordinated Notes due 2009 issued on June 28, 2001 (the "Original
Notes"), of which an aggregate of $135,000,000 principal amount is outstanding
(the "Exchange Offer"). The Company is filing with the Securities and Exchange
Commission (the "Commission") a registration statement on Form S-4 with respect
to the Exchange Offer (the "Registration Statement"), under the Securities Act
of 1933, as amended (the "Securities Act").

We have examined originals or copies certified by officers of the Company of (a)
the Indenture, dated as of April 30, 1999, as supplemented and amended (the
"Indenture"), by and among the Company, the Guarantors named therein and The
Bank of New York, as successor to IBJ Whitehall Bank and Trust Company, as
Trustee (the "Trustee"), pursuant to which the Original Notes were issued and
the Exchange Notes will be issued, (b) the Articles of Incorporation, as
amended, of the Company, (c) the Bylaws of the Company, (d) certified copies of
certain resolutions adopted by the Board of Directors of the Company, and (e)
such other documents and records as we have deemed necessary and relevant for
the purposes hereof.  In addition, we have relied on certificates of officers of
the Company and of public officials and others as to certain matters of fact
relating to this opinion and have made such investigations of law as we have
deemed necessary and relevant as a basis hereof.  We have assumed the
genuineness of all signatures, the authenticity of all documents and records
submitted to us as copies, the conformity to authentic original documents and
records of all documents and records submitted to us as copies, and the
truthfulness of all statements of fact contained therein.  We have also assumed
the due authorization, execution and delivery of the Indenture by a duly
authorized officer of the Trustee.

Based on the foregoing and subject to the limitations, assumptions and
qualifications set forth herein, and having due regard for such legal
considerations as we deem relevant, we are of the opinion that:


     1.   the Company is a corporation duly incorporated, validly existing and
          in good standing under the laws of the State of Texas; and

     2.   the Original Notes and the Exchange Notes have been validly authorized
          and issued, and (subject to the Registration Statement becoming
          effective, the Indenture being qualified under the Trust Indenture Act
          of 1939 and any state securities or Blue Sky laws being complied with)
          when (i) the Exchange Notes have been duly executed by duly authorized
          officers of the Company, (ii) the Exchange Notes have been duly
          authenticated by the Trustee under the Indenture, and (iii) the
          Original Notes have been validly tendered and not withdrawn and have
          been received and accepted by the Company, all in accordance with the
          terms of the Exchange Offer as set forth in the Registration
          Statement, the Exchange Notes issued in exchange for the Original
          Notes in accordance with the terms of the Exchange Offer will be
          validly issued and legally binding obligations of the Company entitled
          to the benefits of the Indenture.

We hereby consent to the filing of this opinion with the Commission as Exhibit 5
to the Registration Statement and to the references to our firm under the
heading "Validity of the Exchange Notes" in the Prospectus included in the
Registration Statement.  By giving such consent, we do not admit that we are
experts with respect to any part of the Registration Statement, including this
Exhibit, within the meaning of the term "expert" as used in the Securities Act
or the rules and regulations thereunder.




                                   Very truly yours,

                                   /s/ Bracewell & Patterson, L.L.P.

                                   Bracewell & Patterson, L.L.P.

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