[Letterhead of Kelley Drye & Warren LLP]

                                March 10, 1997

UCAR International Inc.
39 Old Ridgebury Road
Danbury, Connecticut 06817-0001


Ladies and Gentlemen:

          We have acted as special counsel to UCAR International Inc., a
Delaware corporation (the "Company"), in connection with the proposed public
offering of shares of the Company's common stock, par value $.01 per share (the
"Common Stock"), including shares of Common Stock subject to an over-allotment
option granted to the several underwriters of such public offering
(collectively, the "Shares"), as described in the Registration Statement on Form
S-3 filed by the Company with the Securities and Exchange Commission pursuant
to the Securities Act of 1933, as amended (the "Act"), to which this opinion
constitutes an exhibit (the "Registration Statement"). The Shares are being
offered by the Selling Stockholders (as defined in the Registration Statement),
and all of the Shares are currently outstanding. As such counsel, you have
requested our opinion as to the matters described herein relating to the Shares.

          We have examined the Company's Certificate of Incorporation and
By-Laws, in each case as amended and restated through the date hereof; minutes
of the Company's corporate proceedings through the date hereof, as made
available to us by officers of the Company; an executed copy of the
Registration Statement and all exhibits thereto in the form filed with the
Securities and Exhchange Commission; and such matters of law deemed necessary by
us in order to deliver the opinion set forth herein. In the course of our
examination, we have assumed the genuineness of all signatures, the authority of
all signatories to sign on behalf of their principals, if any, the authenticity
of all documents submitted to us as original documents and the conformity to
original documents of all documents submitted to us as certified or photostatic
copies. As to certain factual matters, we have relied upon information furnished
to us by officers of the Company.

          Based on the foregoing and solely in reliance thereon, it is our
opinion that the Shares are duly authorized, validly issued, fully paid and
non-assessable.




UCAR International Inc.
March 10, 1997
Page 2


          We hereby consent to the filing of this letter as an exhibit to the
Registration Statement and to the reference to it in the Prospectus included
therein under the caption "Legal Matters." In giving such consent, we do not
admit that we are in the category of persons whose consent is required under
Section 7 of the Act.


                                            Very truly yours,

                                            /s/ Kelley Drye & Warren LLP