EXHIBIT 5.1

                                          July 15, 2003

LEUCADIA NATIONAL CORPORATION
315 Park Avenue South
New York, New York 10010

Ladies and Gentlemen:

    We have acted as counsel to Leucadia National Corporation, a New York
corporation (the 'Company'), in connection with the preparation and filing with
the Securities and Exchange Commission of the Company's Registration Statement
on Form S-4 (as amended, the 'Registration Statement'), under the Securities Act
of 1933, as amended, relating to $200,000,000 aggregate principal amount of the
Company's 7% Senior Notes due 2013 (the 'Notes').

    In so acting, we have examined originals or copies, certified or otherwise
identified to our satisfaction, of the Registration Statement, the Indenture
dated as of June 5, 2003, between the Company and JPMorgan Chase Bank, as
trustee (the 'Trustee'), pursuant to which the Notes will be issued (the
'Indenture'), the form of the Notes included in the Indenture filed as
Exhibit 4.1 to the Registration Statement and such corporate records,
agreements, documents and other instruments, and such certificates or comparable
documents of public officials and of officers and representatives of the
Company, and have made such inquiries of such officers and representatives, as
we have deemed relevant and necessary as a basis for the opinion hereinafter set
forth.

    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, the conformity to original documents of all documents
submitted to us as certified, conformed or photostatic copies and the
authenticity of the originals of such latter documents. As to all questions of
fact material to this opinion that have not been independently established, we
have relied upon certificates or comparable documents of officers and
representatives of the Company.

    Based on the foregoing, and subject to the qualifications stated herein, we
are of the opinion that the Notes are duly authorized, and, when duly executed
on behalf of the Company, authenticated by the Trustee and delivered in
accordance with the terms of the Indenture and as contemplated by the
Registration Statement, will constitute legal, valid and binding obligations of
the Company, enforceable against it in accordance with their terms, subject to
applicable bankruptcy, insolvency, fraudulent conveyance, reorganization,
moratorium and similar laws affecting creditors' rights and remedies generally,
and subject, as to enforceability, to general principles of equity, including
principals of commercial reasonableness, good faith and fair dealing (regardless
of whether enforcement is sought in a proceeding at law or in equity).

    We consent to the reference to our name under the caption 'Legal Matters' in
the prospectus which is a part of the Registration Statement.

                                          Very truly yours,


                                          /s/ Weil, Gotshal & Manges LLP