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                                                                     EXHIBIT 5.2

             [MORRISON COHEN SINGER & WEINSTEIN, LLP LETTERHEAD]

                                    735-8600

                                 January 4, 1999

Aqua-Chem, Inc.
7800 North 113th Street
P.O. Box 421
Milwaukee, WI 53201

Re:      Form S-4 Registration Statement for Aqua-Chem, Inc.
         $125,000,000 11 1/4 % Senior Subordinated Notes Due 2008

Gentlemen:

           We have acted as special New York counsel to Aqua-Chem, Inc., a
Delaware corporation (the "Company" or "Registrant"), in connection with the
proposed issuance by the Company of up to $125,000,000 of its 11 1/4 % Senior
Subordinated Notes Due 2008 (the "Exchange Notes" or the "Securities") in an
exchange offer (the "Exchange Offer") for the Company's existing 11 1/4 % Senior
Subordinated Notes Due 2008 issued on June 23, 1998 (the "Existing Notes"), to
which Securities and Exchange Offer the Registration Statement referred to above
relates. Capitalized terms not otherwise defined herein shall have the meanings
assigned thereto in the Registration Statement.
     
           In that connection, we have examined originals, or copies certified
or otherwise identified to our satisfaction, of such documents as we have
deemed necessary or appropriate for the purposes of this opinion, including: (a)
the Certificate of Incorporation of the Registrant, as amended, (b) the By-Laws
of the Registrant, (c) resolutions adopted by the Board of Directors of the
Registrant on June 1, 1998, and by the Pricing Committee of the Board of
Directors of the Registrant dated June 18, 1998, (d) the Indenture, and (e) the
form of the Securities.
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           We have also examined such other documents, records, certificates and
agreements, and have made such legal and factual investigations,
as we have deemed necessary to enable us to render the opinions expressed
herein. As to the various matters of a factual nature forming the basis for our
opinions herein, we have relied, to the extent we deemed appropriate, upon
various representations made and information furnished to as by various
representatives of the Registrant.  We have assumed the authenticity of all
documents and instruments represented to us to be originals and the conformity
to originals of all documents and instruments represented to us to be copies of
originals.

         Based on the foregoing, and upon the assumptions, qualifications, and
exceptions set forth in this opinion letter, we are of the opinion that the
Securities being offered by the Registrant, when duly executed, authenticated,
issued and delivered against payment of the consideration therefor (consisting
of the exchange of a like amount of Existing Notes) as contemplated by the
Indenture, will be the valid, legal and binding obligations of the Company
enforceable against the Company in accordance with their terms.

           The opinion set forth in this opinion letter concerning the validity,
legally binding nature or enforceability of any provision of the Securities is
subject to (i) the application of bankruptcy, insolvency, avoidance, usury, bulk
transfer, reorganization, moratorium or other laws affecting the rights and
remedies of creditors, including, without limitation, any statutory or other law
regarding fraudulent conveyances and (ii) the application of equitable
principles and public policy considerations (including, without limitation,
principles of commercial reasonableness, good faith and fair dealing) regardless
of whether such principles and considerations are considered in a proceeding in
equity or at law.  

           We are admitted to practice in the state of New York, and we express
no opinion as to matters involving the application of laws other than the laws
of the State of New York, the corporate laws of the State of Delaware or the
federal laws of the United States.  

           This opinion letter is based upon currently existing laws statutes,
rules, ordinances and regulations and judicial decisions, and is rendered as of
the date hereof. We disclaim any obligation to advise you of any changes of any
of these sources of law or subsequent developments in law or changes in facts or
circumstances which might affect any matters or opinions

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set forth in this opinion letter. Please note that we are opining only as to the
matters expressly set forth in this opinion letter, and no opinion should be
inferred as to any other matters.

           This opinion is being furnished to you solely for your benefit and
for purposes of compliance with applicable requirements in connection with the
preparation and filing of the Registration Statement. This opinion may not be
used for any other purpose, or furnished to, quoted to or relied upon by any
other person or entity without our prior written consent.

           We consent to the filing of this opinion as an exhibit to the
above-referenced Registration Statement and any amendments thereto (including
post-effective amendments) and to the reference to this firm and to this opinion
under the caption "LEGAL MATTERS" in the Prospectus which forms a part of the
Registration Statement.  

                                           Very truly yours,

                                           /s/     Morrison Cohen Singer &
                                                   Weinstein, LLP

                                          Morrison Cohen Singer & Weinstein, 
                                          LLP






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