[Seward & Kissel LLP Letterhead]


                                                                   Exhibit 5.1

DryShips Inc.                                           May 2, 2006
80 Kifissias Avenue
Amaroussion 15125
Athens, Greece

                         Re:  DryShips Inc.

Ladies and Gentlemen:

          We have acted as counsel to DryShips Inc. (the "Company") in
connection with the Company's Registration Statement on Form F-3 (File No.
333-133482) (the "Registration Statement") as filed with the U.S. Securities and
Exchange Commission (the "Commission") on April 24, 2006, as thereafter amended
or supplemented, with respect to the public offering (the "Offering") of up to
an aggregate of $150,000,000 of securities which may include common shares,
preferred shares, debt securities, guarantees, warrants, purchase contracts and
units (collectively the "Securities").

          We have examined originals or copies, certified or otherwise
identified to our satisfaction, of: (i) the Registration Statement; (ii) the
prospectus of the Company (the "Prospectus") included in the Registration
Statement; and (iii) such corporate documents and records of the Company and
such other instruments, certificates and documents as we have deemed necessary
or appropriate as a basis for the opinions hereinafter expressed. In such
examinations, we have assumed the authenticity of all documents submitted to us
as originals, the conformity to original documents of all documents submitted to
us as copies or drafts of documents to be executed, the genuineness of all
signatures and the legal competence or capacity of persons or entities to
complete the execution of documents. As to various questions of fact which are
material to the opinions hereinafter expressed, we have relied upon statements
or certificates of public officials, directors of the Company and others.

          We have further assumed for the purposes of this opinion, without
investigation, that (i) all documents contemplated by the Prospectus to be
executed in connection with the Offering have been duly authorized, executed and
delivered by each of the parties thereto other than the Company, and (ii) the
terms of the Offering comply in all respects with the terms, conditions and
restrictions set forth in the Prospectus and all of the instruments, agreements
and other documents relating thereto or executed in connection therewith.

          Based upon and subject to the foregoing, and having regard to such
other legal considerations which we deem relevant, we are of the opinion that:

          1. Under the laws of the Republic of the Marshall Islands, the
Securities have been duly authorized, and when the Securities are issued, sold
and paid for as contemplated in the Prospectus, will be validly issued, fully
paid and non-assessable.

          This opinion is limited to the law of the State of New York and the
Federal law of the United States of America and the laws of the Republic of the
Marshall Islands as in effect on the date hereof.

          We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement, and to each reference to us and the discussions of
advice provided by us under the headings "Legal Matters" in the Prospectus,
without admitting we are "experts" within the meaning of the Securities Act of
1933, as amended, or the rules and regulations of the Commission thereunder with
respect to any part of the Registration Statement.

                                         Very truly yours,
                                         /s/ Seward & Kissel LLP