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                                                                     Exhibit 5.2



January 8, 1998


PCI Chemicals Canada Inc.
c/o Pioneer Americas Acquisition Corp.
4300 NationsBank Center
700 Louisiana Street
Houston, Texas  77002

Re: Registration Statement on Form S-4
    (File No. 333-41221)

Ladies and Gentlemen:

I am Vice President and Secretary of PCI Chemicals Canada Inc., a New Brunswick,
Canada corporation (the "Company" and, together with Pioneer Americas
Acquisition Corp., a Delaware corporation ("PAAC") and the other subsidiaries of
PAAC, the "Issuers") and have acted as counsel to the Issuers in connection with
various legal matters relating to the filing of a Registration Statement on Form
S-4 (File No. 333-41221) (the "Registration Statement") under the Securities Act
of 1933, as amended (the "Securities Act"), covering up to $175,000,000 in
aggregate principal amount of 9-1/4% Series B Senior Secured Notes due 2007 (the
"Exchange Notes") offered in exchange for up to $175,000,000 in aggregate
principal amount of 9-1/4% Series A Senior Secured Notes due 2007 in reliance
upon an exemption from registration under the Securities Act (the "Original
Notes"). The Original Notes were issued under, and the Exchange Notes are to be
issued under, an Indenture, dated as of October 30, 1997, by and among the
Issuers and the United States Trust Company of New York, as trustee. The
exchange will be made pursuant to an exchange offer (the "Exchange Offer")
contemplated by the Registration Statement. Capitalized terms used but not
otherwise defined herein shall have the meanings assigned to them in the
Registration Statement.

In so acting, I have examined copies of such records of the Issuers and such
other certificates and documents as I have deemed relevant and necessary for the
opinions hereinafter set forth. In such examination, I have assumed the
genuineness of all signatures, the authenticity of all documents submitted to me
as originals and the conformity to authentic originals of all documents
submitted to me as


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PCI Chemicals Canada Inc.
January 8, 1998
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certified or reproduced copies. I have also assumed the legal capacity of all
persons executing such documents and the truth and correctness of any
representations or warranties therein contained. As to various questions of fact
material to such opinions, I have relied upon certificates of officers of the
Issuers and of public officials.

Based upon the foregoing, I am of the opinion that:

1.   Imperial West Chemical Co., All-Pure Chemical Co., Black Mountain Power
     Company, All-Pure Chemical Northwest, Inc., Pioneer Chlor Alkali
     International, Inc., G.O.W. Corporation, T.C. Holdings, Inc. and T.C.
     Products, Inc. (collectively, the "Non-Delaware Subsidiaries") are duly
     formed and validly existing under the laws of their respective
     jurisdictions of incorporation.

2.   The Indenture has been duly authorized, executed and delivered by each of
     the Non-Delaware Subsidiaries. Each of the Exchange Notes and the
     Guarantees have been duly authorized by each of the Non-Delaware
     Subsidiaries.

This opinion letter is limited to the matters stated herein and no opinion is
implied or may be inferred beyond the matters expressly stated. This opinion
letter may be relied upon by Willkie Farr & Gallagher in connection with the
Exchange Offer.

This letter speaks only as of the date hereof and is limited to present
statutes, regulations and administrative and judicial interpretations. I
undertake no responsibility to update or supplement this letter after the date
hereof.

I consent to your filing copies of this opinion as an exhibit to the
Registration Statement or any amendment thereto.

                                       Sincerely,

                                       /s/ Kent R. Stephenson

                                       Kent R. Stephenson
                                       Vice President and
                                       Secretary