[LETTERHEAD APPEARS HERE]


                                                                     Exhibit 5.2

                                April 23, 1996

Kaiser Aluminum Corporation
5847 San Felipe
Suite 2600
Houston, Texas 77057

Ladies and Gentlemen:

  We have acted as counsel to Kaiser Aluminum Corporation, a Delaware 
corporation (the "Company"), in connection with a registration statement on Form
S-3 (Reg. No. 333-71, the "Registration Statement") that has been filed by the 
Company with the Securities and Exchange Commission (the "Commission") under the
Securities Act of 1933, as amended (the "Securities Act"), relating to shares of
common stock, par value $.01 per share, of the Company (the "Common Stock").

  The shares of Common Stock registered under the Registration Statement may be
deliverable, among other things, upon the conversion, exchange or redemption of
debt securities (the "Exchangeable Securities") of MAXXAM Inc. ("MAXXAM") which
are convertible, exchangeable or redeemable for Common Stock. The Registration
Statement also covers such other equity securities of the Company (the
"Securities") that may become deliverable in exchange for, or upon redemption or
conversion of, Exchangeable Securities by reason of stock splits, combinations,
stock dividends, reclassifications, recapitalizations or other actions of the
Company that modify its capital structure or by reason of any exchange by MAXXAM
of lower voting shares for higher voting shares of the Company as may be
permitted by the



 
KRAMER, LEVIN, NAFTALIS, NESSEN, KAMIN & FRANKEL

Kaiser Aluminum Corporation
April 23, 1996
Page 2

terms applicable to any Exchangeable Securities, as well as any such exchange of
lower voting shares for higher voting shares.

  In connection with this opinion, we have examined and relied upon originals, 
photocopies or conformed copies of all such records of the Company and its 
subsidiaries, all such agreements and certificates of public officials, and such
other documents as we have deemed relevant and necessary as a basis for the 
opinion hereinafter expressed. In such examination, we have assumed the 
genuineness of all signatures on original documents and the conformity to the 
originals of all copies submitted to us as conformed or photocopies, and the 
authenticity of the originals of such latter documents. As to various questions 
of fact material to our opinion, we have relied, without independent 
investigation or verification, upon statements, representations and certificates
of officers and other representatives of the Company its subsidiaries and 
certificates of public officials.

  Based upon the foregoing, and assuming that the Securities, when and as issued
and delivered, (x) do not violate any law applicable to the Company or result in
a default under or breach of any agreement or instrument binding upon the
Company, and (y) comply with all requirements and restrictions, if any,
applicable to the Company, whether imposed by any court or governmental or
regulatory body having jurisdiction over the Company, we are of the opinion
that, upon (a) the Board of Directors of the Company and the stockholders of the
Company taking all necessary corporate and other actions required under each of
the Delaware General Corporation Law (the "GCL"), the Company's Certificate of
Incorporation and the Company's Bylaws, in connection with the matters referred
to in the second sentence of the second paragraph of this opinion (the
"Matters"), (b) the filing of all required documents and instruments relating to
the Matters with all appropriate governmental and other authorities, and (c) the
issuance of the Securities as contemplated in the second sentence of the second
paragraph of this opinion, the Securities will be validly issued under the GCL,
fully paid and nonassessable.

  The opinion set forth herein is subject to the following qualifications and 
limitations:

  (a) the effect of bankruptcy, insolvency, reorganization, arrangement, 
moratorium, fraudulent conveyance or transfer or other laws or court decisions, 
now or hereafter in 



 
KRAMER, LEVIN, NAFTALIS, NESSEN, KAMIN & FRANKEL

Kaiser Aluminum Corporation
April 23, 1996
Page 3

effect, relating to or affecting the rights and remedies of creditors generally.

  (b) The effect of general principles of equity including, without limitation, 
concepts of materiality, reasonableness, good faith and fair dealing (regardless
of whether considered in a proceeding in equity or at law).

  (c) The remedy of specific performance and injunctive and other forms of 
equitable relief are subject to equitable defenses and to the discretion of the 
court before which any proceeding therefor may be brought.

  We call your attention to the fact that we are admitted to practice law only
in the State of New York and, in rendering the foregoing opinion, we do not
express an opinion concerning any laws other than the laws of the State of New
York, the GCL and the Federal laws of the United States of America.

  Ezra G. Levin, a director of the Company, is a partner of our firm.

  We hereby consent to the use of this opinion as an exhibit to the Registration
Statement and to the reference to our firm under the heading "Legal Matters" in 
the prospectus that forms a part thereof. In giving this consent, we do not 
thereby admit that we are within the category of persons whose consent is 
required under Section 7 of the Securities Act or the rules and regulations of 
the Commission thererunder.

                                        Very truly yours,

                                        KRAMER, LEVIN, NAFTALIS, NESSEN,
                                         KAMIN & FRANKEL