EXHIBIT 5.1
LOEWS CORPORATION
667 Madison Avenue
New York, New York 10065-8087
August 1, 2012
Loews Corporation
667 Madison Avenue
New York, New York 10065-8087
Ladies and Gentlemen:
I am providing this opinion as General Counsel of Loews Corporation, a Delaware corporation (the “Company”), in connection with the registration under the Securities Act of 1933, as amended, of 6,000,000 shares of its common stock, $0.01 par value (the “Shares”), to be offered pursuant to the Loews Corporation Stock Option Plan, as amended and restated (the “Plan”). In connection therewith, I have examined or am otherwise familiar with the Company’s Certificate of Incorporation, the Company’s By-Laws, the Plan, the Company’s Registration Statement on Form S-8 (the “Registration Statement”) relating to the Shares, relevant resolutions of the Board of Directors of the Company, and such other documents and instruments as I have deemed necessary for the purposes of this opinion. I hold options to purchase Shares and stock appreciation rights to acquire Shares under the Plan.
Based upon the foregoing, I am of the opinion that the Shares are duly authorized for issuance and when issued in accordance with the provisions of the Plan will be legally issued, fully paid and non-assessable shares of common stock of the Company.
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement.
Very truly yours, | |
/s/ Gary W. Garson | |
Gary W. Garson, Esq. | |
Senior Vice President, | |
Secretary and General | |
Counsel |