exhibit51

May 29, 2025

The Cato Corporation

8100 Denmark Road

Charlotte, North Carolina 28723-5975

Re:

Registration Statement on Form S-8 relating to the issuance of 250,000

shares of Class

A Common Stock under The Cato Corporation 2013 Employee Stock

Purchase Plan

(Amended and Restated as of October 1, 2025) (the “Plan”)

Ladies and Gentlemen:

We have acted as counsel to The Cato Corporation, a Delaware corporation

(the

"Company"), in connection with the preparation of a registration

statement on Form S-8 (the

"Registration Statement") to be filed with the Securities and Exchange

Commission (the

"Commission") under the Securities Act of 1933, as amended (the

"Act"), relating to the offer

and sale of up to 250,000 additional shares of the Company’s Class A Common

Stock, $.033

par value (the “Shares”) to be issued by the Company pursuant

to the Plan.

In such capacity, we have examined original, certified, conformed, electronic, facsimile

or photographic copies, certified or otherwise identified to our satisfaction,

of such records,

documents, certificates and instruments as we have deemed necessary

and appropriate to

enable us to render the opinion expressed below. In such review, we have assumed the

authority and genuineness of all signatures, the legal capacity

of all natural persons, the

authenticity of all documents and certificates submitted to us as originals

or duplicate originals,

the conformity to original documents and certificates of the documents

and certificates

submitted to us as certified, conformed, electronic, facsimile

or photographic copies, the

authenticity of the originals of such latter documents and certificates,

the accuracy and

completeness of all statements contained in all such documents

and certificates, and the

integrity and completeness of the minute books and records of the

Company to the date hereof.

As to all questions of fact material to the opinion expressed herein

that have not been

independently established, we have relied, without investigation

or analysis of any underlying

data, upon certificates and statements of public officials and representatives

of the Company.

Based upon the foregoing, and subject to the qualifications and limitations

set forth

herein, it is our opinion that the Shares, if and when originally

issued and sold by the Company

in accordance with the terms and conditions of the Plan, and upon payment

of the consideration

payable therefor (not less than par value) in accordance with the terms

and conditions of the

Plan, will be legally issued, fully paid and nonassessable and will

represent validly authorized

and outstanding Shares.

The opinions expressed herein are limited to the General Corporation

Law of the State

of Delaware, and we express no opinion with respect to the laws

of any other state or

jurisdiction.

The opinions expressed herein are contingent on the Registration Statement

becoming

effective under the Act.

We hereby consent to the use of this opinion as Exhibit 5.1 to the Registration

Statement. In giving such opinion, we do not thereby

admit that we are acting within the

category of persons whose consent is required under Section 7 of

the Act or the rules or

regulations of the Commission thereunder.

We disclaim any undertaking to advise you of any

subsequent changes of the facts stated or assumed herein or any subsequent

changes in

applicable law.

Sincerely,

ROBINSON, BRADSHAW & HINSON, P.A.

/s/ Robinson, Bradshaw & Hinson, P.A.