Exhibit 5.1

              [Letterhead of Smeets Thesseling van Bokhorst Spigt]


                                                                  April 19, 1999

Statia Terminals Group N.V.
c/o Tumbledown Dick Bay
St. Eustatius, Netherlands Antilles

Dear Sirs:

We have acted as special Netherlands Antilles counsel to Statia Terminals Group
N.V., a corporation incorporated and existing under the laws of the Netherlands
Antilles (the "Company"), in connection with the proposed public offering of
7,600,000 shares of the Company as more fully described in the Registration
Statement on Form S-1 (File No. 333-72317), as amended (the "Registration
Statement") filed by the Company with the Securities and Exchange Commission
pursuant to the United States Securities Act of 1933, as amended.

We have examined the articles of incorporation (Dutch text, and English
translation thereof) of the Company, as proposed to be amended at the time of
completion of the proposed offering, in the form of Exhibit 3.2 to the
Registration Statement. We have also examined the corporate proceedings relating
to the proposed offering of shares by the Company as contemplated in the
Registration Statement. In rendering this opinion we are opining on the matters
set forth below insofar as they relate to and are governed by the laws of the
Netherlands Antilles as currently in effect. We have made no investigation of
and express no opinion in relation to the laws of any jurisdiction other than
the Netherlands Antilles.

Based upon the foregoing and such further examination and inquiries as we have
deemed necessary, we are of the opinion that, upon amendment of the articles of
the Company as contemplated, the 7,600,000 shares to be sold, as contemplated by
the Registration Statement, will have been duly authorized and, when issued,
sold and paid for as contemplated by the aforesaid Registration Statement, will
have been legally issued, fully paid and non-assessable.

We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the captions "Risk
Factors - Risks Inherent in the Common Shares - You may not be able to sue us
effectively in the Netherlands Antilles or Canada,"











Statia Terminals Group N.V.
Page 2



"Legal Matters" and "Enforceability of Certain Civil Liabilities" in the
Prospectus constituting a part of such Registration Statement.

Yours very truly,

/s/ Neill Andre de la Porte
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SMEETS THESSELING VAN BOKHORST SPIGT