Exhibit 5.2

[Letterhead of Greenberg Traurig, LLP]

October 23, 2020

CONX Corp.

5701 S. Santa Fe Dr.

Littleton, CO 80120

Ladies and Gentlemen:

CONX Corp., a Nevada corporation (the “Company”), has filed with the Securities and Exchange Commission a Registration Statement on Form S-1 (the “Registration Statement”), under the Securities Act of 1933, as amended (the “Act”). The Registration Statement relates to the underwritten public offering (the “Offering”) by the Company of up to 86,250,000 units of the Company (the “Units”) (including up to 11,250,000 Units subject to the Underwriters’ (as defined below) option to purchase additional Units), each Unit consisting of:

(i)        one share of the Company’s Class A common stock, par value $0.0001 per share (“Common Stock,” and the shares of Common Stock underlying the Units, the “Shares”), for an aggregate of up to 86,250,000 Shares (including up to 11,250,000 Shares included in the Units subject to the Underwriters’ option to purchase additional Units); and

(ii)       one-fourth of one redeemable warrant (each whole warrant, a “Warrant”) with each Warrant entitling the holder to purchase one share of Common Stock, for an aggregate of up to 21,562,500 Warrants (including up to 2,812,500 Warrants included in the Units subject to the Underwriters’ option to purchase additional Units) to be issued under a Warrant Agreement (the “Warrant Agreement”) to be entered into by the Company and Continental Stock Transfer & Trust Company, as Warrant Agent, pursuant to the terms of an underwriting agreement (the “Underwriting Agreement”) to be executed by the Company and Deutsche Bank Securities Inc., as representative of the several underwriters named therein (the “Underwriters”).

We have acted as special Nevada counsel to the Company. This opinion is being furnished in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Act.

We have examined copies of such corporate records, agreements, documents and other instruments of the Company and other certificates and documents of officials of the Company, public officials, and others, as we have deemed appropriate for purposes of this letter. We have assumed the genuineness of all signatures, the legal capacity of all natural persons, the authenticity of all documents submitted to us as originals, and the conformity to authentic original documents of all copies submitted to us as conformed, certified, or reproduced copies. We have also assumed that (i) upon sale and delivery of the Shares, the certificates representing such Shares, will conform to the specimens thereof filed as exhibits to the Registration Statement and will have been duly countersigned by the transfer agent and duly registered by the registrar or, if uncertificated, valid book-entry notations for the issuance of the Shares in uncertificated form will have been duly made in the register of the Company, and (ii) the Underwriting Agreement described in the Registration Statement shall have been duly executed and delivered. In addition, in providing the opinions herein, we have relied, with respect to matters related to the Company’s existence, upon the certificates referenced above.

Based upon the foregoing, and subject to the assumptions, exceptions, qualifications, and limitations stated herein, we are of the opinion that, when the Underwriting Agreement shall have been duly executed and delivered by the respective parties thereto: (i) the Shares included in the Units to be offered and sold by the Company pursuant to the Offering as contemplated by the Registration Statement have been duly authorized and, when duly executed, authenticated, delivered, and sold by the Company against payment in full of the consideration for the Units in accordance with the terms set out in the Registration Statement and the terms in the Underwriting Agreement, will be validly issued, fully paid and non-assessable, and (ii) when the Warrants included in the Units to be offered and sold pursuant to the Offering as contemplated by the Registration Statement, in accordance with the terms set out in the Registration Statement and the terms in the Underwriting Agreement, are exercised pursuant to the terms of the Warrant Agreement, including payment in full of the consideration payable therefor, the Shares to be issued pursuant to such Warrants, when duly executed, authenticated and delivered by the Company, will be duly authorized, validly issued, fully paid and non-assessable.

The opinions and other matters in this letter are qualified in their entirety and subject to the following:

A. We express no opinion as to the laws of any jurisdiction other than Title 7 of the Nevada Revised Statutes, the Nevada Constitution, and reported judicial decisions relating thereto. With respect to other matters of law, including the validity and legally binding nature of the Units and the Warrants under New York law, we note that you have received the opinion, dated as of the date hereof, of Sullivan & Cromwell LLP.

B. The matters expressed in this letter are subject to and qualified and limited by (i) applicable bankruptcy, insolvency, fraudulent transfer and conveyance, reorganization, moratorium and similar laws affecting creditors’ rights and remedies generally; and (ii) general principles of equity, including without limitation, concepts of materiality, reasonableness, good faith and fair dealing and the possible unavailability of specific performance or injunctive relief (regardless of whether considered in a proceeding in equity or at law).

C. This opinion letter is limited to the matters expressly stated herein and no opinion is to be inferred or implied beyond the opinions expressly set forth herein. We undertake no, and hereby disclaim any, obligation to make any inquiry after the date hereof or to advise you of any changes in any matter set forth herein, whether based on a change in the law, a change in any fact relating to the Company or any other person or any other circumstance.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us under the caption “Legal Matters” in the prospectus composing a part of the Registration Statement. In giving this consent, we do not thereby admit that we are included within the category of persons whose consent is required by Section 7 of the Act and the rules and regulations promulgated thereunder.