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                                                                     Exhibit 5.1



                                  June 21, 1999



Board of Directors
Trendwest Resorts, Inc.
9805 Willows Road
Redmond, Washington  98052

Gentlemen:

We have acted as counsel for Trendwest Resorts, Inc., an Oregon corporation (the
"Company"), in connection with the preparation and filing of a Registration
Statement ("Registration Statement") on Form S-8 under the Securities Act of
1933, as amended, for 856,451 shares (the "Option Shares") of the Company's
common stock, without par value (the "Common Stock"), that are issuable pursuant
to the Trendwest Resorts Employee Stock Option Plan (the "Option Plan") and
500,000 shares of the Common Stock (the "Stock Purchase Shares") that are
issuable pursuant to the Trendwest Resorts Employee Stock Purchase Plan (the
"Stock Purchase Plan").

We have examined the Registration Statement, the Option Plan, the Stock Purchase
Plan, the proceedings of the Board of Directors and shareholders of the Company
and such other documents and records as we deem necessary for the purpose of
this opinion. In connection with this opinion, we have, with your consent,
assumed the authenticity of all records, documents and instruments submitted to
us as originals, the genuineness of all signatures, the legal capacity of
natural persons and the authenticity and conformity to the originals of all
records, documents and instruments submitted to us as copies.

This opinion is limited to the laws of the State of Oregon. We disclaim any
opinion as to any statute, rule, regulation, ordinance, order or other
promulgation of any other jurisdiction or any federal, regional or local
governmental body.

Based on the foregoing and our examination of such questions of law as we have
deemed necessary or appropriate for the purpose of this opinion, we are of the
opinion that:

1.      upon the issuance of the Option Shares under the Option Plan as provided
        therein, the Option Shares will be legally issued, fully paid and
        nonassessable; and

2.      upon the issuance of the Stock Purchase Shares under the Stock Purchase
        Plan as provided therein, the Stock Purchase Shares will be legally
        issued, fully paid and nonassessable.

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Board of Directors                                                   Exhibit 5.1
Trendwest Resorts
June 21, 1999
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We hereby consent to the filing of this Opinion as an Exhibit to the
Registration Statement.

                                             Very truly yours,

                                             /s/ Heller Ehrman White & McAuliffe

                                             HELLER EHRMAN WHITE & MCAULIFFE



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