EXHIBIT 5




June 24, 1998

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Re:      OPINION OF COUNSEL FOR REGISTRATION STATEMENT ON FORM S-8 OF
         RYDER SYSTEM, INC.

Gentlemen:

I have acted as counsel for Ryder System, Inc. (the "Company") in connection
with its registration under the Securities Act of 1933, as amended, through the
filing of a Registration Statement on Form S-8, of 2,500,000 shares of the
Company's common stock, $.50 par value ("Common Stock"), to be offered for
purchase by employees of the Company and its subsidiaries under the Company's
1995 Stock Incentive Plan (the "Plan") and in connection with the issuance by
the Company of the preferred share purchase rights attached to such shares (the
"Rights"). In the course thereof, I have examined such records of the Company,
certificates of officers of the Company, and other documents as I have deemed
relevant and necessary as a basis for the opinions set forth below.

In giving the opinions expressed below, I do not purport to be an expert in the
laws of any jurisdiction other than the State of Florida and the United States.

Based upon the foregoing, and relying upon statements of fact contained in the
documents referred to, I am of the opinion that:

1. All necessary corporate action with respect to the authorization of the
shares of Common Stock and the Rights under the Plan has been taken by the
Company; and

2. Such shares of Common Stock, when issued, and the Rights issued in connection
with such shares, will be legally issued, fully paid, and non-assessable.



Securities and Exchange Commission
June 24, 1998
Page 2

I hereby consent to the filing of a copy of this opinion as an exhibit to the
Registration Statement on Form S-8 filed in connection with the registration of
the aforementioned 2,500,000 shares and to the use of my name therein.

                                                     Yours sincerely,


                                                     /S/ EDWARD R. HENDERSON
                                                     ---------------------------
                                                     Edward R. Henderson