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                                                                     Exhibit 5.3


                    [LETTERHEAD OF ANDREWS & KURTH L.L.P.]





                                                 September 12, 1996


FIRSTPLUS INVESTMENT CORPORATION
3773 Howard Hughes Parkway
Suite 300N
Las Vegas, Nevada 89109

         Re:      FIRSTPLUS INVESTMENT CORPORATION
                  Registration Statement on Form S-3

Ladies and Gentlemen:

         We have acted as special counsel for FIRSTPLUS INVESTMENT CORPORATION,
a corporation organized under the laws of the State of Nevada (the "Company"),
and certain trusts, all of the beneficial ownership of which will be initially
owned by the Company (each, an "Issuer"), in connection with the proposed
issuance by each Issuer of Asset Backed Certificates (the "Certificates"). The
Certificates of a series are to be issued pursuant to a Trust Agreement for
such series, each between the applicable Issuer, a special purpose entity to be
specified therein (the "SPV"), and an owner trustee to be specified therein
(the "Owner Trustee"). The Trust Agreement, in the form filed with the
Securities and Exchange Commission as an exhibit to the Company's registration
statement on Form S-3 (the "Registration Statement") under the Securities Act
of 1933, as amended (the "1933 Act"), is herein referred to as the "Trust
Agreement."

         We have examined originals or copies, certified or otherwise identified
to our satisfaction, of the Issuer's form of organizational documents, the form
of Trust Agreement and the form of Certificates included therein and such other
documents, records, certificates of the Issuer and public officials and other
instruments as we have deemed necessary for the purposes of rendering this
opinion. In addition, we have assumed that the Trust Agreement as completed for
each series will be duly executed and delivered by each of the parties thereto;
that the Certificates as completed for each series will be duly executed and
delivered substantially in the forms contemplated by the Trust Agreement; and
that the Certificates for each series will be sold as described in the
Registration Statement.
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FIRSTPLUS INVESTMENT CORPORATION
September 12, 1996
Page 2

         Based upon the foregoing and subject to the limitations and
qualifications set forth below, we are of the opinion that the Certificates are
in due and proper form and, assuming the due authorization, execution and
delivery of the Trust Agreement of each series by the applicable Issuer, the SPV
and the Owner Trustee and the due authorization of the Certificates for each
series by all necessary action on the part of the applicable Issuer, when the
Certificates for each series have been validly executed, authenticated and
issued in accordance with the applicable Trust Agreement and delivered against
payment therefor, the Certificates for each series will be validly issued and
outstanding, fully paid and non-assessable, and entitled to the benefits of the
related Trust Agreement in accordance with their terms, except that the
enforceability thereof may be subject to (a) bankruptcy, insolvency,
reorganization, arrangement, moratorium, fraudulent or preferential conveyance
or other similar laws now or hereinafter in effect relating to creditors' rights
generally, and (b) general principles of equity (regardless of whether such
enforceability is considered in a proceeding in equity or at law).

         The opinion expressed above is subject to the qualification that we do
not purport to be experts as to the laws of any jurisdiction other than the
federal laws of the United States of America and the laws of the States of Texas
and New York, and we express no opinion herein as to the effect that the laws
and decisions of courts of any such other jurisdiction may have upon such
opinions.

         We consent to the use and filing of this opinion as Exhibit 5.3 to the
Registration Statement and to the reference to our firm under the caption "Legal
Matters" in the Prospectus Supplement and Prospectus contained therein. In
giving such consent we do not imply or admit that we are an expert with respect
to any part of the Registration Statement, including this exhibit, within the
meaning of the term "expert" as used in the 1933 Act or the rules and
regulations of the Securities and Exchange Commission thereunder.

                                         Very truly yours,

                                         /s/  ANDREWS & KURTH L.L.P.
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