EXHIBIT 5.1

             [AKIN, GUMP, STRAUSS, HAUER & FELD, L.L.P. LETTERHEAD]

                                 April 30, 2002

Petroleum Helicopters, Inc.
2001 S. E. Evangeline Thruway
Lafayette, LA 70508

                  Re:      Petroleum Helicopters, Inc.

Ladies and Gentlemen:

         We have acted as special counsel to Petroleum Helicopters, Inc., a
Louisiana corporation, (the "COMPANY"), in connection with the registration,
pursuant to a registration statement on Form S-4 (the "REGISTRATION STATEMENT"),
filed with the Securities and Exchange Commission under the Securities Act of
1933, as amended (the "ACT"), of (i) the proposed offer by the Company to
exchange (the "EXCHANGE OFFER") all outstanding 9 3/8% Senior Notes due 2009
($200 million aggregate principal amount outstanding) (the "SERIES A NOTES" or
"OUTSTANDING NOTES") of the Company for 9 3/8% Senior Notes due 2009 ($200
million aggregate principal amount) (the "REGISTERED NOTES") of the Company and
(ii) the guarantees (the "GUARANTEES") of the Subsidiary Guarantors listed in
the Registration Statement (the "GUARANTORS"). The Series A Notes have been, and
the Registered Notes will be, issued pursuant to an Indenture (the "INDENTURE")
dated as of April 23, 2002 among the Company, and Guarantors named therein, and
The Bank of New York, as Trustee.

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

         In connection with this opinion, we have examined originals or copies,
certified or otherwise identified to our satisfaction, of: (i) the Registration
Rights Agreement; (ii) the Indenture, including the Guarantees forming part
thereof; and (iii) the form of the Registered Notes.

         We have also examined originals or certified copies of such corporate
records of the Company and the Guarantors and other certificates and documents
of officials of the Company and the Guarantors, public officials and others as
we have deemed appropriate for purposes of this letter. We have assumed the
genuineness of all signatures, the authenticity of all documents submitted to us
as originals, and the conformity to authentic





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April 30, 2002
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original documents of all copies submitted to us as conformed and certified or
reproduced copies.

         Based upon the foregoing and subject to the assumptions, exceptions,
qualifications and limitations set forth hereinafter, we are of the opinion that
(a) when the Registration Statement has become effective under the Act, (b) when
the Outstanding Notes have been exchanged in the manner described in the
prospectus forming a part of the Registration Statement, (c) when the Registered
Notes have been duly authorized, executed, authenticated, issued and delivered
by the Company and the Trustee in accordance with the terms of the Indenture
against receipt of the Outstanding Notes surrendered in exchange therefor, (d)
assuming the Guarantees forming part of the Indenture have been duly authorized,
executed, issued and delivered by the Guarantors and (d) when the Indenture has
been duly qualified under the Trust Indenture Act of 1939, as amended,

     (i) the Registered Notes proposed to be issued pursuant to the Exchange
Offer will be valid and binding obligations of the Company, enforceable against
the Company in accordance with their terms, and will be entitled to the benefits
of the Indenture, and

         (ii) each of the Guarantees forming part of the Indenture will be valid
and binding obligations of the applicable Guarantor, enforceable against such
Guarantor in accordance with its terms.

         The opinions and other matters in this letter are qualified in their
entirety and subject to the following:

          A.   We express no opinion as to the laws of any jurisdiction other
               than any published constitutions, treaties, laws, rules or
               regulations or judicial or administrative decisions (except
               municipal and local ordinances and regulations) that are normally
               applicable to transactions of the type contemplated by the
               Exchange Offer ("LAWS") of the State of New York.

          B.   This law firm is a registered limited liability partnership
               organized under the laws of the State of Texas.

          C.   The matters expressed in this letter are subject to and qualified
               and limited by (i) applicable bankruptcy, insolvency, fraudulent
               transfer and conveyance, reorganization, moratorium and similar
               laws affecting creditors' rights and remedies generally; (ii)
               general principles of equity, including principles of commercial
               reasonableness, good faith and fair dealing (regardless of
               whether enforcement is sought in a proceeding at law or in
               equity); (iii) commercial reasonableness and unconscionability
               and an implied covenant of good faith and fair dealing; (iv) the
               power of the courts to award damages in lieu of equitable
               remedies; (v) securities Laws and public policy underlying such
               Laws with





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               respect to rights to indemnification and contribution; and (vi)
               limitations on the waiver of rights under stay, extension or
               usury laws.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name in the prospectus forming a
part of the Registration Statement under the caption "Legal Matters." In giving
this consent, we do not thereby admit that we are within the category of persons
whose consent is required under Section 7 of the Act and the rules and
regulations thereunder. We also consent to the filing of copies of this opinion
as an exhibit to the Registration Statement.

                                Very truly yours,



                                /s/ AKIN GUMP STRAUSS HAUER & FELD LLP