EXHIBIT 5.1


                           KELLEY DRYE & WARREN LLP
                              Two Stamford Plaza
                            281 Tresser Boulevard
                         Stamford, Connecticut 06901
                                (203) 324-1400

                                          July 7, 1999

Board of Directors
UCAR International Inc.
3102 West End Avenue, Suite 1100
Nashville, Tennessee  37203

Ladies and Gentlemen:

         We have acted as special counsel to UCAR International Inc., a Delaware
corporation (the "Company"), in connection with the registration under the
Securities Act of 1933, as amended (the "Act"), of 544,845 shares (the "Shares")
of the Company's common stock, par value $.01 per share, issuable pursuant to
the UCAR International Inc. Management Stock Option Plan, as amended and
restated through September 29, 1998 and the UCAR International Inc. 1996
Mid-Management Equity Incentive Plan, as amended (together, the "Plans"). In
connection therewith, the Company will file a Registration Statement on Form S-3
(the "Registration Statement") with the Securities and Exchange Commission (the
"Commission"). As such special counsel, you have requested our opinion as to
matters described herein relating to the issuance of the Shares.

         In connection with the delivery of the within opinion we have examined:
the Plans; the Company's Amended and Restated Certificate of Incorporation, as
in effect on the date hereof; the Company's Amended and Restated By-Laws as in
effect on the date hereof; minutes of the Company's corporate proceedings, as
made available to us by officers of the Company; an executed copy of the
Registration Statement, and all documents incorporated by reference therein and
exhibits thereto, in the form filed or to be filed with the Commission; and such
matters of law deemed necessary by us in order to deliver the within opinion. In
the course of such examination, we have assumed the genuineness of all
signatures, the authority of all signatories to sign on behalf of their
principals, if any, the authenticity of all documents submitted to us as
original documents and the conformity to original documents of all documents
submitted to us as certified or photostatic copies. As to certain factual
matters, we have relied upon information furnished to us by officers of the
Company.

         Based on the foregoing and solely in reliance thereon, it is our
opinion that the Shares have been duly authorized and, when issued and paid for
as contemplated by the Plans, will be validly issued, fully paid and
non-assessable.

         We hereby consent to the filing of this letter as an exhibit to the
Registration Statement and to all references to our firm included in the
Registration Statement as of the date hereof. In giving such consent, we do not
admit that we are in the category of persons whose consent is required under
Section 7 of the Act or the rules and regulations of the Commission promulgated
thereunder.

                                       Very truly yours,

                                       KELLEY DRYE & WARREN LLP




                                       By:      /s/ M. Ridgway Barker
                                          --------------------------------------
                                                A Partner