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                                                                     EXHIBIT 5.1

                         [WINSTON & STRAWN LETTERHEAD]

                                 June 22, 1999

Lear Corporation
Lear Operations Corporation
Lear Corporation Automotive Holdings
21557 Telegraph Road
Southfield, MI 48086-5008

     Re:  Registration Statement on Form S-4
          of Lear Corporation and the
          Guarantors (as defined below)

Ladies and Gentlemen:

     We have acted as special counsel to Lear Corporation, a Delaware
corporation (the "Company"), Lear Operations Corporation ("LOC") and Lear
Corporation Automotive Holdings ("LCAH," and together with LOC, the
"Guarantors") in connection with the preparation of the Registration Statement
on Form S-4 (the "Registration Statement") filed on behalf of the Company and
the Guarantors with the Securities and Exchange Commission (the "Commission")
relating to the Company's offer to exchange $600,000,000 aggregate principal
amount of its 7.96% Series B Senior Notes due 2005 and $800,000,000 aggregate
principal amount of its 8.11% Series B Senior Notes due 2009, respectively,
which have been registered under the Securities Act of 1933, as amended (the
"Securities Act") (collectively, the "Exchange Notes"), and the Guarantees
thereof by the Guarantors, for its original unregistered 7.96% Senior Notes due
2005 and 8.11% Senior Notes due 2009, respectively, which were issued and sold
in a transaction exempt from registration under the Securities Act
(collectively, the "Original Notes"), all as more fully described in the
Registration Statement. The New Notes will be issued under that certain
Indenture dated as of May 15, 1999 (the "Indenture") among the Company, the
Guarantors and The Bank of New York, as trustee. Capitalized terms used herein
and not otherwise defined shall have the meanings assigned to such terms in the
prospectus (the "Prospectus") contained in the Registration Statement.

     This opinion letter is delivered in accordance with the requirements of
Item 601(b)(5) of Regulation S-K under the Securities Act.

     In connection with this opinion letter, we have examined and are familiar
with originals or copies, certified or otherwise identified to our satisfaction,
of (i) the Registration Statement, in the form filed with the Commission and as
amended through the date hereof; (ii) the Certificates of Incorporation of the
Company and each of the Guarantors, as currently in effect; (iii) the By-laws of
the Company and each of the Guarantors, as currently in effect; (iv) the
Indenture; (v) the form of the Exchange Notes; and (vi) resolutions of the
Boards of Directors of the Company and each of the Guarantors relating to, among
other things, the issuance and exchange of the Exchange Notes for the Original
Notes, the issuance of the Guarantees and the filing of the Registration
Statement. We also have examined such other documents as we have deemed
necessary or appropriate as a basis for the opinions set forth below.

     In our examination, we have assumed the legal capacity of all natural
persons, the genuineness of all signatures, the authenticity of all documents
submitted to us as originals, the conformity to original documents of all
documents submitted to us as certified or photostatic copies, and the
authenticity of the originals of such latter documents. As to certain facts
material to this opinion letter, we have relied
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without independent verification upon oral or written statements and
representations of officers and other representatives of the Company, the
Guarantors and others.

     Based upon and subject to the foregoing, we are of the opinion that:

          1. The issuance and exchange of the Exchange Notes for the Original
     Notes and the issuance of the Guarantees have been duly authorized by
     requisite corporate action on the part of the Company and the Guarantors,
     respectively.

          2. The Exchange Notes and the Guarantees will be valid and binding
     obligations of the Company and the Guarantors, respectively, entitled to
     the benefits of the Indenture and enforceable against the Company and the
     Guarantors, respectively, in accordance with their terms, except to the
     extent that the enforceability thereof may be limited by (x) bankruptcy,
     insolvency, fraudulent conveyance, reorganization, moratorium or other
     similar laws now or hereafter in effect relating to creditors' rights
     generally and (y) general principles of equity (regardless of whether
     enforceability is considered in a proceeding at law or in equity) when (i)
     the Registration Statement, as finally amended (including all necessary
     post-effective amendments), shall have become effective under the
     Securities Act; (ii) the Exchange Notes are duly executed and authenticated
     in accordance with the provisions of the Indenture; and (iii) the Exchange
     Notes shall have been issued and delivered in exchange for the Original
     Notes pursuant to the terms set forth in the Prospectus.

     The foregoing opinions are limited to the laws of the United States, the
State of New York and the General Corporation Law of the State of Delaware. We
express no opinion as to the application of the securities or blue sky laws of
the various states to the issuance or exchange of the Exchange Notes.

     We hereby consent to the reference to our firm under the heading "Legal
Matters" in the Prospectus and to the filing of this opinion letter with the
Commission as an exhibit to the Registration Statement. In giving such consent,
we do not concede that we are experts within the meaning of the Securities Act
or the rules and regulations thereunder or that this consent is required by
Section 7 of the Securities Act.

                                          Very truly yours,

                                          /s/ Winston & Strawn