Exhibit 5.1


                        [Covington & Burling Letterhead]



                                                    November 16, 2005



The Goodyear Tire & Rubber Company
1144 East Market Street
Akron, Ohio 44316-0001

Ladies and Gentlemen:

         We are acting as counsel in connection with the registration under the
Securities Act of 1933, as amended (the "Securities Act"), pursuant to the
Registration Statement on Form S-4 File No. 333-128941, as amended to the date
hereof (as so amended, the "Registration Statement") filed with the Securities
and Exchange Commission, of (i) $650,000,000 in aggregate principal amount of
notes, comprised of $450,000,000 in aggregate principal amount of 11% Senior
Secured Notes due 2011 and $200,000,000 in aggregate principal amount of Senior
Secured Floating Rate Notes due 2011, (collectively, the "Exchange Notes") of
The Goodyear Tire & Rubber Company, an Ohio corporation (the "Company"), and
(ii) Guarantees of the Exchange Notes (the "Guarantees" and together with the
Exchange Notes, the "Securities") by certain subsidiaries of the Company listed
on Schedule A hereto (collectively the "Note Guarantors"), in each case to be
issued pursuant to the Indenture, dated as of March 12, 2004 (the "Indenture"),
among the Company, the Note Guarantors and Wells Fargo Bank, N.A., as trustee
(the "Trustee").

         We have reviewed such corporate records, certificates and other
documents, and such questions of law, as we have considered necessary or
appropriate for the purposes of this opinion. We have assumed that all
signatures are genuine, that all documents submitted to us as originals are
authentic and that all copies of documents submitted to us conform to the
originals. We have assumed further that the Company and the Note Guarantors are
duly organized, validly existing and in good standing under the laws of the
state in which each is organized and that each has the requisite power,
authority and legal right to execute, deliver and perform the Exchange Notes and
the Guarantees, as applicable. We have assumed further that each of the Company
and the Note Guarantors has duly authorized, executed and delivered the
Indenture and the Exchange Notes, as applicable.

         We have relied as to certain matters on information obtained from
public officials, officers of the Company and the Note Guarantors, and other
sources believed by us to be responsible.





November 16, 2005
Page 2



         Based upon the foregoing, and subject to the qualifications set forth
herein, we are of the opinion that when the Registration Statement has become
effective and the Exchange Notes have been duly executed and authenticated in
accordance with the Indenture and have been duly issued and delivered by the
Company in exchange for $650,000,000 in aggregate principal amount of notes,
comprised of $450,000,000 in aggregate principal amount of 11% Senior Secured
Notes due 2011 and $200,000,000 in aggregate principal amount of Senior Secured
Floating Rate Notes due 2011, previously issued by the Company, all in
accordance with the exchange offer contemplated by the Registration Statement,
and assuming compliance with the Securities Act, the Exchange Notes will
constitute the valid and binding obligations of the Company and the Guarantees
will constitute the valid and binding obligations of the Note Guarantors, in
each case enforceable against such party in accordance with its terms, subject
to bankruptcy, insolvency, fraudulent transfer, reorganization, moratorium and
other laws of general applicability relating to or affecting creditors' rights
and to general equity principles.

         The foregoing opinion is subject to the qualifications that we express
no opinion as to (i) waivers of defenses or statutory or constitutional rights
or waivers of unmatured claims or rights, (ii) rights to indemnification,
contribution or exculpation to the extent that they purport to indemnify any
party against, or release or limit any party's liability for, its own breach or
failure to comply with statutory obligations, or to the extent such provisions
are contrary to public policy, or (iii) rights to collection or liquidated
damages or penalties on overdue or defaulted obligations. We express no opinion
as to the existence or adequacy of consideration received by any Note Guarantor
in connection with such party's obligations under the Guarantees.

         We are members of the bar of the State of New York. We do not express
any opinion herein on any laws other than the law of the State of New York and
the Federal law of the United States of America.

         We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and to the reference to our firm under the heading "Legal
Matters" in the Prospectus contained in the Registration Statement. In giving
such consent, we do not thereby admit that we are in the category of persons
whose consent is required under Section 7 of the Securities Act.

                                          Very truly yours,

                                          /s/ Covington & Burling

                                          Covington & Burling





November 16, 2005
Page 2



                                   SCHEDULE A


Belt Concepts of America, Inc.

Celeron Corporation

Cosmoflex, Inc.

Dapper Tire Co., Inc.

Divested Companies Holding Company

Divested Litchfield Park Properties, Inc.

Goodyear Farms, Inc.

Goodyear International Corporation

Goodyear Western Hemisphere Corporation

The Kelly-Springfield Tire Corporation

Wheel Assemblies Inc.

Wingfoot Commercial Tire Systems, LLC

Wingfoot Ventures Eight Inc.

Goodyear Canada Inc.