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                                                                     Exhibit 5.2


                     [Andrews & Kurth L.L.P. Letterhead]



                                May 22, 1997



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, a "Trust", and either the Company or a Trust, as
applicable, the "Issuer"), in connection with the proposed issuance by each
Issuer of Asset Backed Notes (the "Notes").  The Notes of a series are to be
issued and secured pursuant to an Indenture (the "Indenture") for such series,
each between the applicable Issuer and an indenture trustee to be specified
therein (the "Indenture Trustee").  A form of the Indenture has been filed with
the Securities and Exchange Commission as an exhibit to the Company's
registration statement on Form S-3 (the "Registration Statement") filed on May
5, 1997, pursuant to the Securities Act of 1993, as amended (the "Securities
Act").  This opinion is also to be filed as an exhibit to the Registration
Statement.

        We have examined originals or copies, certified or otherwise identified
to our satisfaction, of the Company's organizational documents, the Trust's
form of organizational documents, the form of Indenture and the form of Notes
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
Indenture as completed for each series will be duly executed and delivered by
each of the parties thereto; that the Notes as completed for each series will
be duly executed and delivered substantially in the forms contemplated by the
Indenture; and that the Notes for each series will be sold as described in the
Registration Statement.

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FIRSTPLUS INVESTMENT CORPORATION
May 22, 1997
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        Based upon the foregoing and subject to the limitations and
qualifications set forth below, we are of the opinion that the Notes are in due
and proper form and, assuming the due authorization, execution and delivery of
the Indenture of each series by the applicable Issuer and the Indenture Trustee
and the due authorization of the Notes for each series by all necessary action
on the part of the applicable Issuer, when the Notes for each series have been
validly executed, authenticated and issued in accordance with the applicable
Indenture and delivered against payment therefor, the Notes for each series
will be legally issued and fully paid and non-assessable, and will be valid and
binding obligations of the applicable Issuer, enforceable against the
applicable Issuer 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 5.2 to the
Registration Statement and to the reference to our firm under the caption
"Legal Matters" in the Prospectus Supplement and the 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 Securities Act or the
rules and regulations of the Securities and Exchange Commission thereunder.



                                         Very truly yours,

                                         /s/ Andrews & Kurth L.L.P.