EXHIBIT 5.1



SEALED AIR CORPORATION
PARK 80 EAST/SADDLE BROOK, NEW JERSEY 07663-5291
(201) 791-7600/FAX (201) 703-4205


                                April 21, 1998


Sealed Air Corporation
Park 80 East
Saddle Brook, N.J.  07663

Dear Sirs:

               I am the Assistant General Counsel and Secretary of Sealed Air
Corporation, a Delaware corporation (the "Corporation"), and as such have
represented the Corporation in connection with a Registration Statement on
Form S-8 (the "Registration Statement") of the Corporation providing for the
registration under the Securities Act of 1933, as amended, of 450,450 shares
(the "Shares") of the Corporation's Common Stock, par value $0.10 per share
(the "Common Stock") which may be issued pursuant to the Contingent Stock Plan
of Sealed Air Corporation.

               As counsel for the Corporation, in addition to participating in
the preparation of the Registration Statement, I have reviewed the resolutions
adopted by the Board of Directors that authorized the adoption of the Plan and
the issuance of the Shares.  I have also reviewed such corporate records,
documents, instruments and certificates and have made such other inquiries as
I have considered necessary in order to furnish a basis for rendering this
opinion.

               Based on the foregoing, I am of opinion that the Shares, when
issued in accordance with the terms of the Plan, will be legally issued, fully
paid and nonassessable shares of Common Stock of the Corporation.

               I hereby consent to the filing of this opinion with the
Securities and Exchange Commission as Exhibit 5.1 to the Registration
Statement and to the reference to me in Item 5 of the Registration
Statement.

                              Very truly yours,

                              /s/ H. Katherine White
                              ---------------------------------------
                              H. Katherine White
                              Assistant General Counsel and Secretary