Exhibit 5.1

October 1, 2008

Forest Oil Corporation

707 17^th Street, Suite 3600

Denver, Colorado  80202

Re:Registration Statement on Form S-3

Ladies and Gentlemen:

We have acted as counsel for Forest Oil Corporation, a New York corporation (the “Company”), with respect to the preparation of the Registration Statement on Form S-3 (the “Registration Statement”) being filed by the Company with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933 (the “Securities Act”).  The Registration Statement relates to the resale of 7,250,000 shares of the Company’s common stock, par value $0.10 per share (the “Common Stock”), by the persons and/or entities named as Selling Shareholders in the Registration Statement.

Before rendering our opinions hereinafter set forth, we examined originals or copies, certified or otherwise identified to our satisfaction, of such certificates, documents, instruments and records of the Company, and we reviewed such questions of law, as we considered appropriate for purposes of the opinions hereafter expressed.  In such examination, we have assumed the genuineness of all signatures, the legal capacity of natural persons, 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.  We have also assumed that the Registration Statement, and any amendments thereto (including post-effective amendments), will have become effective and the Common Stock will be sold in compliance with applicable federal and state securities laws and in the manner described in the Registration Statement.

Based upon the foregoing and subject to the qualifications, assumptions and limitations set forth herein, we are of the opinion that the shares of Common Stock have been duly authorized and validly issued, and are fully paid and non-assessable.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to our firm under the caption “Legal Matters” in the Prospectus forming part of the Registration Statement.  By giving such consent, we do not

Vinson & Elkins LLP  Attorneys at Law Austin  Beijing  Dallas  Dubai  Hong Kong  Houston London  Moscow  New York  Shanghai  Tokyo  Washington 666 Fifth Avenue, 26th Floor New York, NY 10103-0040 Tel 212.237.0000  Fax 212.237.0100  www.velaw.com

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 issued thereunder.

We are members of the bar of the States of New York and Texas.  The opinions expressed herein are limited exclusively to the federal laws of the United States of America and the laws of the State of New York in effect as of the date hereof, and we are expressing no opinion as to the effect of the laws of any other jurisdiction, domestic or foreign.

This opinion is furnished to you in connection with the filing of the Registration Statement and is not to be used, circulated, quoted or otherwise relied on for any other purpose.

Very truly yours,

Vinson & Elkins L.L.P.

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