Exhibit 5.1

      


                                                     May 7, 1999



             Premier Parks Inc.
             11501 Northeast Expressway
             Oklahoma City, Oklahoma 73131


                  Re:  Premier Parks Inc.; 
                       Registration Statement on Form S-3
                       ----------------------------------

             Ladies and Gentlemen:

                       We have acted as counsel to Premier Parks Inc., a
             Delaware corporation (the "Registrant"), in connection with
             the preparation and filing with the Securities and Exchange
             Commission (the "Commission") of the above-captioned
             Registration Statement on Form S-3 (the "Registration
             Statement") under the Securities Act of 1933, as amended
             (the "Act"), relating to the resale by the holders named
             therein (the "Selling Stockholders") of up to an aggregate
             of 337,467 shares of common stock, $.025 par value per
             share, of the Registrant (the "Shares").

                       In connection therewith, we have examined the
             Certificate of Incorporation and the By-Laws of the
             Registrant, resolutions of the Board of Directors of the
             Registrant and the Registration Statement.  We also have
             made such inquiries and have examined originals or copies
             of other instruments as we have deemed necessary or
             appropriate for the purpose of this opinion.  For purposes
             of such examination, we have assumed the genuineness of all
             signatures on and the authenticity of all documents
             submitted to us as originals, and the conformity to the
             originals of all documents submitted to us as certified or
             photostatic copies.

                       Based upon the foregoing, we are of the opinion
             that the Shares are duly authorized, validly issued, fully
             paid and non-assessable shares of common stock of the
             Registrant.



             Premier Parks Inc.
             Page -3-
             May 7, 1999




                       We hereby consent to the filing of this opinion
             as Exhibit 5.1 to the Registration Statement and to the
             reference therein to our firm under the caption "Legal
             Matters."  In giving the foregoing consent, we do not
             thereby admit that we are in the category of persons whose
             consent is required under Section 7 of the Act or the rules
             and regulations of the Commission promulgated thereunder.

                                           Very truly yours,


                                           /s/ Thelen Reid & Priest LLP
                                            
                                           THELEN REID & PRIEST LLP