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                                                                     Exhibit 5.1


                         [DEWEY BALLANTINE LETTERHEAD]


                                                October 8, 1996

Doubletree Corporation
410 North 44th Street, Suite 700
Phoenix, Arizona 85008

                Re:  Doubletree Corporation
                     Registration Statement on Form S-4
                     (Registration No. 333-13159)

Ladies and Gentlemen:

         We are issuing this opinion in connection with the registration by
Doubletree Corporation, a Delaware corporation (the "Company"), of 8,802,545
shares of its common stock, $0.01 par value per share (the "Common Shares"), 
under the Securities Act of 1933, as amended, pursuant to the above-referenced
registration statement (the "Registration Statement").

         We have examined a copy of the Certificate of Incorporation of the
Company as certified by the Department of State of the State of Delaware and
copies of resolutions adopted by the Board of Directors of the Company and such
other documents as we have deemed relevant to expressing the opinions contained
herein.

         It is our opinion that, upon issuance and delivery pursuant to the
merger described in the Registration Statement, the Common Shares covered by
the Registration Statement will be duly authorized, validly issued, fully paid
and non-assessable.

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         This opinion may be relied upon exclusively by you and may not be
relied upon by any other person without our prior written consent.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of the name of our firm therein and in
the proxy statement/prospectus included as a part of the Registration
Statement. In giving this consent, we do not thereby admit that we are within
the category of persons whose consent is required by Section 7 of the
Securities Act of 1933 or the rules and regulations of the Securities and
Exchange Commission thereunder.

                                  Very truly yours,


                                  /s/ DEWEY BALLANTINE
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