EXHIBIT 5.1
                             Greenberg Traurig, P.A.
                              1221 Brickell Avenue
                              Miami, Florida 33131

                                                                  April 10, 2002


Watsco, Inc.
2665 South Bayshore Drive
Suite 901
Coconut Grove, Florida  33133

         Re:  Registration Statement on Form S-8 for
              Watsco, Inc. 2001 Incentive Compensation Plan
              ---------------------------------------------

Ladies and Gentlemen:

         On the date hereof, Watsco, Inc., a Florida corporation (the
"Company"), transmitted for filing with the Securities and Exchange Commission
(the "Commission") a Registration Statement on Form S-8 (the "Registration
Statement"), under the Securities Act of 1933, as amended (the "Act"). The
Registration Statement relates to the issuance, offering and/or sale by the
Company of up to an aggregate of 3,000,000 shares (the "Shares") of the
Company's Common Stock and/or Class B Common Stock (the Common Stock and Class B
Common Stock are together referred to as the "Stock"), reserved for issuance
from time to time and upon the exercise of the stock options granted or to be
granted under the Company's 2001 Incentive Compensation Plan (the "Plan"). We
have acted as special counsel to the Company in connection with the preparation
and filing of the Registration Statement.

         In connection therewith, we have examined and relied upon the original
or a copy, certified to our satisfaction, of (i) the Articles of Incorporation,
as amended and Bylaws, as amended of the Company; (ii) records of corporate
proceedings of the Company authorizing the Plan and related matters; (iii) the
Registration Statement and exhibits thereto; and (iv) such other documents and
instruments as we have deemed necessary for the expression of the opinions
herein contained. In making the foregoing examinations, we have assumed the
genuineness of all signatures and 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. As to various questions of
fact material to this opinion, we have relied, to the extent we deem reasonably
appropriate, upon representations or certificates of officers or directors of
the Company and upon documents, records and instruments furnished to us by the
Company, without independently checking or verifying the accuracy of such
documents, records and instruments.

         Assuming that the Company maintains an adequate number of authorized
but unissued shares of Stock available for issuance under the Plan, and assuming
that the consideration for the Shares issued pursuant to the Plan is actually
received by the Company in accordance with the


Plan and Section 607.0621 of the Florida Business Corporation Act, we are of the
opinion that the shares of Stock issued pursuant to the Plan will be duly and
validly issued, fully paid and nonassessable.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving such consent, we do not admit that we come
within the category of persons whose consent is required by Section 7 of the Act
or the rules and regulations of the Commission thereunder.

                                              Sincerely,


                                              /s/ GREENBERG TRAURIG, P.A.