Exhibit 5.1

              [letterhead of Tulchinsky Stern Marciano Cohen & Co.]




September 16, 2008

Teva Pharmaceutical Industries Limited
5 Basel Street
Petach Tikvah 49131
Israel

Ladies and Gentlemen:

We have acted as Israeli counsel for Teva Pharmaceutical Industries Limited, an
Israeli corporation (the "Company"), and were asked to give our opinion in
connection with the Teva Pharmaceutical Industries Limited 2008 Employee Stock
Purchase Plan for U.S. Employees (the "Plan"). The Company is filing a
registration statement on Form S-8 (the "Registration Statement") with the
United States Securities and Exchange Commission to register the offering and
sale of up to 3,500,000 ordinary shares, par value NIS 0.1 per share, of the
Company, to be issued under the Plan. The ordinary shares available for issuance
under the Plan (the "Shares") may be represented by the Company's American
Depositary Shares ("ADSs") under the Amended and Restated Deposit Agreement, as
amended, dated as of January 11, 2008 (the "Deposit Agreement"), among the
Company, The Bank of New York, as depositary, and the holders from time to time
of the Company's ADSs. The Shares being registered are issuable in accordance
with the terms of the Plan to certain employees of the Company or its affiliates
in connection with the purchase of ADSs pursuant to the Plan.

We have been informed by the Company that the Shares that will be issued under
the Plan will be either newly issued shares of the Company ("Newly Issued
Shares") or Shares purchased by the Company or its subsidiaries in the open
market or from a subsidiary of the Company (the "Issued and Outstanding
Shares"), subject to applicable law and the terms of the Plan.

We have received from the Company, and have examined, the Plan, the relevant
information regarding the Deposit Agreement and such documents, corporate
records, certificates of public officials and other agreements, instruments or
opinions (the "Documentation"), that we think are necessary for the purpose of
rendering the opinions set forth below. Furthermore, we are relying on the
Company's assurance as to the veracity of all signatures and the authenticity of
all the Documentation.

Subject to the qualifications set forth below, and on the basis of, and subject
to, the foregoing, we are of the opinion that:

     1.   The Issued and Outstanding Shares have been duly authorized and
          validly issued and are fully paid and non-assessable.





Teva Pharmaceutical Industries Limited
September 16, 2008
Page 2

     2.   The Newly Issued Shares have been duly and validly authorized, and
          upon the issuance thereof in accordance with the terms of the Plan,
          the Newly Issued Shares will be validly issued, fully paid and
          non-assessable.

     3.   The Deposit Agreement has been duly authorized, executed and delivered
          by the Company.

     4.   Under the choice of law or conflict of laws doctrines of Israel, a
          court, tribunal or other competent authority sitting in Israel has
          discretion, but should apply to any claim or controversy arising under
          the Deposit Agreement the law of the State of New York, which is the
          local law governing the Deposit Agreement designated therein by the
          parties thereto, provided there are no reasons for declaring such
          designation void on the grounds of public policy or on the grounds of
          being contrary to Israeli law.

We do not purport to be an expert on the laws of any jurisdiction other than the
State of Israel, and we express no opinion herein as to the effect of any other
laws.

This opinion is being rendered solely in connection with the registration of the
offering and sale of the Shares, as represented by ADSs, pursuant to the
registration requirements of the U.S. Securities Act of 1933, as amended (the
"Securities Act"). We hereby consent to the filing of this opinion as an exhibit
to the Registration Statement. By giving our consent, we do not admit that we
are in the category of persons whose consent is required under Section 7 of the
Securities Act or the rules and regulations issued or promulgated thereunder.

Very truly yours,


/s/ Tulchinsky Stern Marciano Cohen & Co. Law Offices