Exhibit 5.1

                       KRAMER LEVIN NAFTALIS & FRANKEL LLP

                                919 THIRD AVENUE

                           NEW YORK, N.Y. 10022 - 3852


  TEL (212) 715-7787                                            47, Avenue Hoche
  FAX (212) 715-8047                                               75008 Paris
                                                                     France


                                                     October 2, 2000

First Priority Group, Inc.
51 East Bethpage Road
Plainview, New York 11803

                           Registration Statement on Form SB-2
                           -----------------------------------

Ladies and Gentlemen:

                  We have acted as counsel to First Priority Group,  Inc., a New
York  corporation  ("First  Priority"),  in connection  with the preparation and
filing of a Registration  Statement on Form SB-2 (the "Registration  Statement")
with the Securities and Exchange Commission (the "Commission"),  with respect to
the  registration  for resale under the  Securities Act of 1933, as amended (the
"Act"),  of an aggregate of 6,896,146 shares of First  Priority's  common stock,
par value $.015 per share (the  "Stock"),  of which  6,314,896  shares are being
registered for issuance to Suerez Enterprises Limited pursuant to a common stock
purchase  agreement  and  581,250  shares of which are  issuable  to the selling
shareholder  named in the  Registration  Statement  upon the exercise of certain
warrants (those 6,896,146 shares, the "Shares").

                  In connection  with the  registration  of the Shares,  we have
reviewed such documents and records as we have deemed  necessary to enable us to
express an opinion on the matters covered hereby. In rendering this opinion,  we
have (a) assumed (i) the genuineness of all signatures on all documents examined
by us, (ii) the authenticity of all documents submitted to us as originals,  and
(iii) the conformity to original  documents of all documents  submitted to us as
photostatic or conformed  copies and the  authenticity  of the originals of such
copies;  and (b) relied on (i)  certificates of public  officials and (ii) as to
matters of fact,  statements and certificates of officers and representatives of
First Priority.

                  Based  upon  the  foregoing,  we are of the  opinion  that the
Shares that are currently issued and outstanding have been validly issued, fully
paid and non-assessable,  and that the remaining Shares will, upon issuance,  be
validly issued, fully paid and non-assessable.

                  We hereby  consent to the use of this opinion as an exhibit to
the Registration  Statement.  In giving the foregoing consent, we do not thereby
admit that we are in the  category of persons  whose  consent is required  under
Section 7 of the Act or the rules and regulations of the Commission thereunder.

                                         Very truly yours,


                                        /s/ Kramer Levin Naftalis & Frankel LLP