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                                                                     EXHIBIT 5.2




           [Friedlob Sanderson Paulson & Tourtillott, LLC Letterhead]


                                 August 28, 2001



EchoStar Communications Corporation
5701 South Santa Fe Drive
Littleton, CO 80120


Ladies and Gentlemen:



         We have acted as counsel for EchoStar Communications Corporation, a
Nevada corporation (the "Company"), in connection with the filing by the Company
with the Securities and Exchange Commission of a registration statement on Form
S-3 (the "Registration Statement") with respect to $1,000,000,000 aggregate
principal amount of 5 3/4% Convertible Subordinated Notes due 2008 (the
"Notes"), and 23,100,023 of shares of Company's Class A common stock, $.01 par
value, issuable upon conversion of the Notes (the "Conversion Shares"). The
Notes and the Conversion Shares are to be offered and sold by certain
securityholders of the Company.

         We have examined the Registration Statement and such documents and
records of the Company and other documents as we have deemed necessary for the
purpose of this opinion. In rendering the opinion hereinafter set forth, we have
assumed the validity of and relied upon the representations of the Company as to
certain factual matters relevant thereto. Based upon the foregoing, we are of
the opinion that (i) the Notes have been duly authorized and, assuming due
authentication by the trustee for the Notes, are valid and binding obligations
of the Company, subject to applicable bankruptcy and insolvency laws and the
application of general principals of equity, and (ii) upon conversion of the
Notes in accordance with their terms and the indenture pursuant to which they
were issued, the Conversion Shares will be duly authorized, validly issued,
fully paid and nonassessable.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and any amendment thereto, including any and all
post-effective amendments, and to the reference to our firm in the Prospectus of
the Registration Statement under the heading "Legal Matters." In giving such
consent, we do not hereby admit that we are in the category of persons whose
consent is required under Section 7 of the Securities Act of 1933, as amended,
or the rules and regulations of the Securities and Exchange Commission.



                                        Very truly yours,





                                        /s/ FRIEDLOB SANDERSON

                                        PAULSON & TOURTILLOTT, LLC