EXHIBIT 5.1

                                  LEGAL OPINION



Stewart & Stevenson Services, Inc.
Houston, Texas

As General Counsel of Stewart & Stevenson Services, Inc. (the "Company"), a
Texas corporation, I have participated in the preparation and adoption of the
Stewart & Stevenson Services, Inc. Elective Deferral Plan (the "Plan") and the
preparation of a Registration Statement on Form S-8 (the "Registration
Statement") with respect to Deferred Compensation Obligations (the
"Obligations") of the Company to be offered to certain officers, directors and
selected participants of the Company pursuant to the Plan.

It is my opinion that the Obligations have been duly authorized and are binding
obligations of the Company.



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Carl B. King
Senior Vice President, Secretary &
General Counsel
June 6, 2001