                                                                     Exhibit 5.1


                    Venable, Baetjer, Howard & Civiletti, LLP
                            1201 New York Avenue, NW
                                   Suite 1000
                           Washington, D.C. 20005-3917

                                  July 3, 2002


Meritage Corporation
6613 North Scottsdale Road, Suite 200
Scottsdale, Arizona 85250

     RE: REGISTRATION STATEMENT ON FORM S-8 OF MERITAGE CORPORATION

Ladies and Gentlemen:

     We have  acted as  special  Maryland  counsel to  Meritage  Corporation,  a
Maryland  corporation  (the  "REGISTRANT"),  in connection  with a  Registration
Statement  on Form  S-8 (the  "REGISTRATION  STATEMENT")  to be  filed  with the
Securities and Exchange Commission (the "COMMISSION") pursuant to the Securities
Act of 1933, as amended (the "SECURITIES ACT").  Pursuant to General Instruction
E to  Form  S-8,  the  Registration  Statement  incorporates  by  reference  the
information contained in (i) the Registrant's Registration Statement on Form S-8
(No.  333-37859),  which was filed with the Commission  and became  effective on
October 14, 1997 (the "FIRST  REGISTRATION  STATEMENT");  (ii) the  Registrant's
Registration  Statement  on Form S-8 (No.  333-75629),  which was filed with the
Commission  and  became  effective  on April 2, 1999 (the  "SECOND  REGISTRATION
STATEMENT");  and (iii) the Registrant's Registration Statement on Form S-8 (No.
333-39036), which was filed with the Commission and became effective on June 12,
2000 (the "THIRD REGISTRATION STATEMENT").

     The  Registration  Statement (A) reflects  amendments  to the  Registrant's
stock option plan, as amended (the "PLAN"), that, among other things,  authorize
an  additional  Six  Hundred  Thousand  (600,000)  shares of Common  Stock  (the
"ADDITIONAL  SHARES")  for  issuance  and  sale  pursuant  to  the  Plan,  as so
additionally  amended (the  "AMENDED  PLAN") and (B)  registers  the  Additional
Shares for issuance and sale pursuant to the Amended Plan.

     In  connection  with this opinion,  we have  considered  such  questions of
Maryland  law as we have deemed  necessary as a basis for the opinions set forth
below,  and we have examined or otherwise are familiar with originals or copies,
certified or otherwise identified to our satisfaction, of the following:

     (i) the Amended Plan;

     (ii) the Registration Statement substantially in the form in which it is to
become effective;
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Meritage Corporation
July 3, 2002
Page 2


     (iii) the First Registration Statement;

     (iv) the Second Registration Statement;

     (v) the Third Registration Statement;

     (vi) a certificate, dated as of June 21, 2002, issued by the Maryland State
Department  of  Assessments  and  Taxation  (the  "SDAT") to the effect that the
Registrant  is duly  incorporated  and  existing  under the laws of the State of
Maryland and is in good standing and duly authorized to transact business in the
State of  Maryland  (upon  which we have  relied as to those  matters  addressed
therein);

     (vii) the Registrant's (a) Articles of Amendment and Restatement,  as filed
with the SDAT on July 12, 1988,  as  certified by the SDAT on June 7, 2002,  (b)
Articles of Amendment, as filed with the SDAT on April 12, 1990, as certified by
the SDAT on June 7, 2002, (c) Articles of Merger of Monterey Homes  Construction
II, Inc. and Monterey Homes Arizona, II, Inc. into Homeplex Mortgage Investments
Corporation,  as filed with the SDAT on December 31,  1996,  as certified by the
SDAT on June 7, 2002,  (d)  Articles of  Restatement,  as filed with the SDAT on
September  24, 1997,  as certified by the SDAT on June 5, 2002,  (e) Articles of
Amendment,  as filed with the SDAT on September  16,  1998,  as certified by the
SDAT on June 5, 2002, and (f) Certificate of Correction,  filed with the SDAT on
June 20,  2002,  as certified  by the SDAT on June 20, 2002  (collectively,  the
"CHARTER");

     (viii) the Bylaws of the  Registrant  as certified by the  Secretary of the
Registrant on July 1, 2002 (the "BYLAWS");

     (ix)  certain  resolutions  adopted  by  the  Board  of  Directors  of  the
Registrant  relating the  authorization of the Additional Shares and the Amended
Plan;

     (x) certain  resolutions adopted by the stockholders of the Registrant with
respect to the approval of the Amended Plan;

     (xi) a certificate of the Secretary of the Registrant,  dated July 1, 2002,
relating to such resolutions and certain other matters; and

     (xii) such other documents as we have deemed  necessary or appropriate as a
basis for the opinion set forth below.

     In our examination,  we have assumed the genuineness of all signatures, the
legal  capacity  of  all  natural  persons,   the  accuracy,   completeness  and
authenticity of all documents submitted to us as originals,  the conformity with
<PAGE>
Meritage Corporation
July 3, 2002
Page 3


the original documents of all documents submitted to us as certified,  facsimile
or  photostatic  or  reproduced  copies  and  the  authenticity,   accuracy  and
completeness  of the  originals  of such  copies.  We have also assumed that the
Charter and Bylaws of the Registrant,  the Maryland General  Corporation Law and
the  Securities  Act as in effect at the time of  issuance  of any of the Shares
under  the Plan will not  differ  in any  relevant  respect  from the  analogous
provisions  of the Charter and Bylaws of the  Registrant,  the Maryland  General
Corporation  Law and the  Securities  Act as in  effect  as of the  date of this
opinion,  and that no  additional  relevant  provisions  shall  have been  added
thereto  subsequent to the date hereof. We have also assumed that the Registrant
shall have  sufficient  authorized and unissued shares of Common Stock available
at the time of each issuance of Shares. As to any facts material to this opinion
that  we did  not  independently  establish  or  verify,  we  have  relied  upon
statements  and  representations  of officers and other  representatives  of the
Registrant and others.

     Based upon and subject to the  foregoing,  we are of the  opinion  that the
Additional  Shares have been duly  authorized for issuance and that when issued,
sold, paid for and delivered as contemplated by the Amended Plan, the Additional
Shares will be validly issued, fully paid and nonassessable.

     This letter is strictly  limited to the matters  expressly set forth herein
and no  statements  or opinions  should be inferred  beyond such  matters.  This
opinion is  limited  to the  corporate  law of the State of  Maryland  governing
matters such as the  authorization  and issuance of stock (without regard to the
principles  of conflicts of laws  thereof) and is based upon and limited to such
laws in effect as of the date  hereof.  We assume no  obligation  to update  the
opinion set forth  herein.  This  opinion does not extend to the  securities  or
"blue sky" laws of Maryland or any other state,  to the federal  securities laws
or to any other laws.

     We hereby  consent to the filing of this  opinion  with the  Commission  as
Exhibit 5 to the  Registration  Statement.  In giving  this  consent,  we do not
thereby  admit that we are  within the  category  of  persons  whose  consent is
required under Section 7 of the Securities  Act, or the Rules and Regulations of
the Commission thereunder. This opinion is intended solely for use in connection
with the  transactions  described above. It may not be relied upon for any other
purpose without our prior written consent.


                               Very truly yours,

                               /s/ Venable, Baetjer,
                                   Howard & Civiletti, LLP

