EX-5.1 2 0002.txt OPINION OF MAYNARD, COOPER & GALE, RE LEGALITY EXHIBIT 5.1 [MAYNARD, COOPER & GALE, P.C. LETTERHEAD] December 7, 2000 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 RE: Registration Statement on Form S-4 Alabama National BanCorporation Ladies and Gentlemen: As counsel for Alabama National BanCorporation ("Alabama National"), we are familiar with the Certificate of Incorporation and the Bylaws of Alabama National and the above-referenced Registration Statement on Form S-4 (the "Registration Statement") relating to 735,000 shares of the common stock, $1.00 par value per share, of Alabama National (the "Shares"). We have examined such public records and corporate proceedings and other documents as we have deemed necessary or appropriate as a basis for the opinion expressed below. Based upon the foregoing, we are of the opinion that the Shares will, when issued, be validly issued, fully paid and nonassessable. We hereby consent to the filing of this opinion as an Exhibit to the Registration Statement. Very truly yours, Maynard, Cooper & Gale, P.C. By: /s/ Christopher B. Harmon ------------------------------ Christopher B. Harmon