Exhibit 5.1
                                       
                                March 25, 1998

Allegheny Teledyne Incorporated
1000 Six PPG Place
Pittsburgh, PA  15222-5479

Ladies and Gentlemen:

      We are counsel to Allegheny Teledyne Incorporated,  a Delaware corporation
(the  "Registrant") and we have acted as counsel to the Registrant in connection
with the  Registrant's  Registration  Statement  on Form S-8 (the  "Registration
Statement").  The Registration  Statement is to be filed with the Securities and
Exchange  Commission and relates to the registration under the Securities Act of
1933,  as amended,  of an  aggregate  of 700,000  shares (the  "Shares")  of the
Registrant's  Common Stock,  par value $.10 per share,  in  connection  with the
Oregon  Metallurgical  Corporation  Savings  Plan and the  Oregon  Metallurgical
Corporation  Stock  Compensation  Plan  -  Union  Employees  (collectively,  the
"Plans").

      We are familiar with the Registration Statement and the Plans, and we have
examined  the  Registrant's   Restated  Certificate  of  Incorporation  and  the
Registrant's  Amended and Restated  By-Laws.  We have also  examined  such other
public and corporate documents, certificates, instruments and corporate records,
and such questions of law, as we have deemed  necessary or  appropriate  for the
purpose of this opinion.

      Based on the foregoing, we are of the opinion that the Shares, when issued
in accordance with the Plans,  will be duly  authorized,  validly issued,  fully
paid and nonassessable.

      We hereby  consent  to the filing of this  opinion  as Exhibit  5.1 to the
Registration Statement.

                                          Yours truly,

                                          /s/ Kirkpatrick & Lockhart LLP