[Letterhead of Proskauer Rose LLP]
                                                        Exhibit 5.1



March __, 1998

Schein Pharmaceutical, Inc.

Florham Park, New Jersey

Ladies and Gentlemen:

You have requested our opinion in connection with the filing by Schein
Pharmaceutical, Inc., a Delaware corporation (the "Company"), with the
Securities and Exchange Commission of a Registration Statement on Form S-4
(Commission File No.: 333-45743) (the "Registration Statement") under the
Securities Act of 1933 (the "Securities Act") with respect to $100,000,000
principal amount of the Company's Senior Floating Rate Notes Due 2004 (the "New
Notes"). The Registration Statement relates to the offer (the "Exchange Offer")
by the Company to exchange the New Notes for $100,000,000 principal amount of
the Company's outstanding Senior Floating Rate Notes Due 2004 (the "Old Notes").

We have examined such records, documents and other instruments as we have deemed
relevant and necessary as a basis for the opinions hereinafter set forth. We 
have also assumed without investigation the authenticity of any document 
submitted to us as an original, the conformity to originals of any document 
submitted to us as a copy, the authenticity of the originals of such latter 
documents, the genuineness of all signatures and the legal capacity of natural 
persons signed such documents.

Based upon the foregoing, it is our opinion that:

The New Notes, when duly executed by the Company, authenticated by the trustee 
pursuant to the terms of the related Indenture and exchanged for the Old Notes 
in accordance with the terms of the Exchange Offer, will be duly authorized and 
legally issued and will constitute binding obligations of the Company entitled 
to the benefits of the Indenture in accordance with their terms, subject as to 
their binding nature to applicable bankruptcy, insolvency, fraudulent 
conveyance, reorganization, moratorium and similar laws affecting creditors' 
rights and remedies generally and subject to 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).

The foregoing opinions relate only to matters of the internal law of the State 
of New York and to the general corporate law of the State of Delaware and to 
matters of Federal law and do not purport to express any opinion on the laws of 
any other jurisdiction.

We hereby consent to the filing of this opinion as an exhibit to the 
Registration Statement and to the references to our firm under the caption, 
"Legal Matters," in the Prospectus contained in the Registration Statement. In
so doing, we do not admit that we are in the category of persons whose consent
is required under Section 7 of the Securities Act or the rules and regulations
of the Securities and Exchange Commission thereunder.
                 
                                                         Very truly yours,

                                                         /s/ Proskauer Rose LLP