EXHIBIT 5.1

                             FORM OF LEGAL OPINION





                               December __, 1996


Mr. Richard B. Frost
Chief Executive Officer and
Chairman of Board of Directors
Frost Hanna Capital Group, Inc.
7700 West Camino Real, Suite 222
Boca Raton, Florida 33431

         Re:     Frost Hanna Capital Group, Inc.
                 Offering of Shares of Common Stock

Dear Mr. Frost:

         As counsel to Frost Hanna Capital Group, Inc. (the "Corporation"), we
have examined the Articles of Incorporation and Bylaws of the Corporation as
well as such other documents and proceedings as we have considered necessary
for the purposes of this opinion.  We have also examined and are familiar with
the proceedings taken by the Corporation to authorize the issuance of 1,955,000
shares of Common Stock of the Corporation, par value $.0001 per share (the
"Common Stock").  In addition, we have examined a copy of the Prospectus dated
December ___, 1996 (the "Prospectus") included in the Corporation's
Registration Statement on Form SB-2, File No. 333-_____ (the "Registration
Statement"), which is incorporated by reference into the Registration
Statement.

         In rendering this opinion, we have assumed, without independent
investigation: (i) the authenticity of all documents submitted to us as
originals; (ii) the conformity to original documents of all documents submitted
to us as certified or photostatic copies; and (iii) the genuineness of all
signatures.  In addition, as to questions of fact material to the opinions
expressed herein, we have relied upon such certificates of public officials,
corporate agents and officers of the Corporation and such other certificates as
we deemed relevant.

         Based upon the foregoing, and having regard to legal considerations
which we deem relevant, we are of the opinion that following the issuance and
delivery of the Common Stock against payment of adequate consideration
therefore in accordance with the terms of such Prospectus, the Common Stock
will be validly issued, fully paid and non-assessable.






Mr. Richard B. Frost
December ___, 1996
Page 2


         This opinion is intended solely for the Corporation's use in
connection with the registration of the shares and may not be relied upon for
any other purpose or by any other person.  This opinion may not be quoted in
whole or in part or otherwise referred to or furnished to any other person
except in response to a valid subpoena.  This opinion is limited to the matters
expressly stated herein, and no opinion is implied or may be inferred beyond
the matters expressly stated herein.  This opinion is rendered as of the date
hereof and we assume no obligation to update or supplement such opinion to
reflect any facts or circumstances that may hereafter come to our attention or
any changes in facts or law that may hereafter occur.  We hereby consent to the
inclusion of this opinion letter as an exhibit to the Registration Statement.

                                        Very truly yours,


                                        STEARNS WEAVER MILLER WEISSLER
                                        ALHADEFF & SITTERSON, P.A.