Exhibit 5.1

           Opinion of Jenkens & Gilchrist, a Professional Corporation


Whole Foods Market, Inc.
601 N. Lamar Blvd., Suite 300
Austin, Texas 78703

         Re:      Whole Foods Market, Inc. - Registration Statement on Form S-8

Gentlemen:

     We are  counsel to Whole  Foods  Market,  Inc.,  a Texas  corporation  (the
"Company"),  and have acted as such in connection  with the  preparation  of the
Registration  Statement on Form S-8 (the  "Registration  Statement") to be filed
with the Securities and Exchange Commission on or about June 21, 2002, under the
Securities Act of 1933, as amended (the "Securities  Act"),  relating to 400,000
shares (the  "Shares") of the no par value common stock (the "Common  Stock") of
the Company that have been or may be issued by the Company pursuant to the Whole
Foods Market 401(k) Retirement Plan (the "Plan").

     You have  requested an opinion with respect to certain legal aspects of the
proposed offering. In connection therewith, we have examined and relied upon the
original, or copies identified to our satisfaction,  of (1) Restated Articles of
Incorporation of the Company, as amended (the "Articles of Incorporation"),  and
the  Bylaws of the  Company  (the  "Bylaws"),  (2)  minutes  and  records of the
corporate  proceedings of the Company with respect to the  establishment  of the
Plan, the reservation of 400,000 Shares to be issued pursuant to the Plan and to
which the Registration  Statement relates,  the issuance of the shares of Common
Stock pursuant to the Plan and related matters,  (3) the Registration  Statement
and exhibits  thereto,  including  the Plan,  and (4) such other  documents  and
instruments as we have deemed  necessary for the  expression of opinions  herein
contained. In making the foregoing examinations, we have assumed the genuineness
of all  signatures  and the  authenticity  of all  documents  submitted to us as
originals,  and the conformity to original documents of all documents  submitted
to us as  certified  or  photostatic  copies.  As to various  questions  of fact
material to this  opinion,  and as to the  content  and form of the  Articles of
Incorporation,  the Bylaws, minutes, records, resolutions and other documents or
writings  of the  Company,  we have  relied,  to the  extent  deemed  reasonably
appropriate,  upon  representations  or certificates of officers or directors of
the Company and upon documents,  records and instruments  furnished to us by the
Company, without independent check or verification of their accuracy.

     Based upon our examination, consideration of, and reliance on the documents
and other matters described above, and assuming that:

     (1) the Shares to be sold and issued in the future  will be duly issued and
sold in accordance with the terms of the Plan;

     (2) the Company  maintains an adequate  number of  authorized  but unissued
shares  and/or  treasury  shares  available  for  issuance to those  persons who
purchase Shares pursuant to the Plan; and

     (3) the  consideration  for  the  Shares  issued  pursuant  to the  Plan is
actually  received  by the  Company as  provided in the Plan and exceeds the par
value of such shares;

then, we are of the opinion that,  the Shares issued or sold in accordance  with
the  terms  of the  Plan  will  be duly  and  validly  issued,  fully  paid  and
nonassessable.






     We hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
Registration Statement and to references to us included in or made a part of the
Registration  Statement.  In giving this  consent,  we do not admit that we come
within the category of persons whose consent is required  under Section 7 of the
Securities  Act or the Rules and  Regulations  of the  Securities  and  Exchange
Commission thereunder.

                                              Sincerely,

                                              Jenkens & Gilchrist,
                                              A Professional Corporation


                                              By:      /s/ Jenkens & Gilchrist,
                                                      --------------------------
                                                      A Professional Corporation
                                                      Authorized Signatory