[LEGG MASON LETTERHEAD]


                                                     January 2, 2001


Board of Directors
Legg Mason, Inc.
100 Light Street
Baltimore, Maryland 21202

                  Re:      Legg Mason Wood Walker, Incorporated
                           Professional Branch Manager Phantom Stock Agreements
                           Registration Statement on Form S-8
                           -----------------------------------------------------

Ladies and Gentlemen:

                  This  opinion  is  being  furnished  in  connection  with  the
registration  of 100,000 shares (the  "Shares") of common stock,  par value $.10
per share, of Legg Mason,  Inc. (the "Company") with the Securities and Exchange
Commission on Form S-8.

                  Please be advised that I have examined the  corporate  records
of the Company (including the Articles of Incorporation, as amended, By-Laws, as
amended, and minutes) and such other documents as I considered necessary to give
the opinion set forth below. In connection  with my examination,  I have assumed
the genuineness of all signatures,  the authenticity of all documents  submitted
to me as originals, and the conformity to the original document of all documents
submitted to me as copies.

                  Based upon and subject to the foregoing, it is my opinion that
the Shares covered by the  Registration  Statement  will,  upon issuance of such
Shares pursuant to the Legg Mason Wood Walker,  Incorporated Professional Branch
Manager Phantom Stock  Agreements (the  "Agreements")  by the Company  (assuming
such issuances are made in accordance with the terms of the  Agreements,  as the
form of  Agreements  is  filed as an  Exhibit  to the  Registration  Statement),
constitute legally issued, fully paid and non-assessable  shares of common stock
of the Company.


                                                           Exhibits 5 and 23(b)






January 2, 2001
Page 2

                  I hereby  consent to the filing of this  opinion as an exhibit
to the  Registration  Statement  and to the  use of my name  therein  and in the
Prospectus. In giving this consent, I do not admit that I am within the category
of persons whose consent is required by Section 7 of the Securities Act of 1933.

                                                     Very truly yours,


                                                     /s/ Robert F. Price
                                                     Robert F. Price
                                                     General Counsel


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