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                                                                       EXHIBIT 5


                                [WCSR LETTERHEAD]

                                   May 7, 2001


Blue Rhino Corporation
104 Cambridge Plaza Drive
Winston-Salem, North Carolina 27104

         Re:      Registration Statement on Form S-8 with respect to the Blue
                  Rhino Corporation 1998 Stock Incentive Plan, as amended

Ladies and Gentlemen:

             We have served as counsel for Blue Rhino Corporation (the
"Company") in connection with its registration under the Securities Act of 1933,
as amended, of an aggregate of 1,000,000 shares of its common stock, $0.001 par
value (the "Shares"), which are proposed to be offered and sold pursuant to the
Blue Rhino Corporation 1998 Stock Incentive Plan, as amended (the "Plan"), and
pursuant to the Company's Registration Statement on Form S-8 (the "Registration
Statement") to be filed with the Securities and Exchange Commission (the
"Commission") with respect to the Shares.

             We have reviewed the Company's articles of incorporation and
bylaws, each as amended to date, and have examined the originals, or copies
certified or otherwise identified to our satisfaction, of corporate records of
the Company, including minute books of the Company as furnished to us by the
Company, certificates of public officials and of representatives of the Company,
statutes and other instruments and documents, as a basis for the opinions
hereinafter expressed. In rendering this opinion, we have relied upon
certificates of public officials and officers of the Company with respect to the
accuracy of the factual matters contained in such certificates. We also have
reviewed the Plan and the Registration Statement.

             In connection with such review, we have assumed with your
permission (1) the genuineness of all signatures; (2) the authenticity of all
documents submitted to us as originals and the conformity to original documents
of all documents submitted to us as certified or photostatic copies; and (3) the
proper issuance and accuracy of certificates of public officials and officers
and agents of the Company. In rendering opinions as to future events, we have
assumed the facts and law existing on the date hereof.

             Based upon the foregoing, and having regard for such legal
considerations as we have deemed relevant, we are of the opinion that the Shares
have been duly authorized and, when issued and paid for in accordance with the
terms of the Plan, will be validly issued, fully paid and nonassessable.

             This opinion is limited to the laws of the State of Delaware. This
opinion is rendered as of the date hereof, and we undertake no obligation to
advise you of any changes in applicable law or any other matters that may come
to our attention after the date hereof.

             We hereby consent to the filing of this opinion with the Commission
as Exhibit 5 to the Registration Statement. In giving this consent, we do not
admit that we are within the category of persons whose consent is required by
Section 7 of the Securities Act, or other rules and regulations of the
Commission thereunder.

                                      WOMBLE CARLYLE SANDRIDGE & RICE, PLLC



                                      By:      /s/ Jane Jeffries Jones
                                           ------------------------------------
                                           Jane Jeffries Jones