Exhibit 5.2


                                                   May 1, 1998


Yorkshire Power Group Limited
Wetherby Road, Scarcroft
Leeds LS14 3HS, England

Yorkshire Power Finance Limited
Wetherby Road, Scarcroft
Leeds LS14 3HS, England

     Re:  Registration Statement on Form S-1
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Ladies and Gentlemen:

     We are acting as United States counsel to Yorkshire Power Group Limited
("Yorkshire") and Yorkshire Power Finance Limited ("Yorkshire Finance") in
connection with the preparation of a Registration Statement on Form S-1,
including a preliminary prospectus, filed with the Securities and Exchange
Commission (the "Commission") on March 13, 1998 (the "Registration Statement"),
contemplating the registration under the Securities Act of 1933, as amended (the
"Act"), of (1) Junior Subordinated Deferrable Interest Debentures (the "Junior
Subordinated Debentures") to be issued by Yorkshire Finance to Yorkshire Capital
Trust I (the "Trust"), (2) Trust Securities (liquidation amount $25 per Trust
Security) to be issued by the Trust, (3) Yorkshire's Trust Securities Guarantee
(as defined in the Registration Statement) with respect to such Trust Securities
and (4) Yorkshire's Debentures Guarantee (as defined in the Registration
Statement) with respect to the Junior Subordinated Debentures. The Junior
Subordinated Debentures and the Debentures Guarantee will be issued pursuant to
a subordinated indenture, as supplemented, among Yorkshire, Yorkshire Finance,
and the trustee named therein (the "Subordinated Indenture") and the Trust
Securities Guarantee will be issued pursuant to a guarantee agreement between
Yorkshire and the trustee named therein (the "Trust Securities Guarantee
Agreement"), in each case in the respective forms filed as exhibits to the
Registration Statement.

     We are of the opinion that, upon compliance with the pertinent provisions
of the Act, the Trust Indenture Act of 1939, as amended, and the Public Utility
Holding Company Act of 1935, as amended, upon compliance with applicable
securities or blue sky laws of various jurisdictions, upon the adoption of
appropriate resolutions by each of the Directors of Yorkshire Finance or a duly
authorized committee thereof and the

 
Directors of Yorkshire or a duly authorized committee thereof, when the
Subordinated Indenture has been duly executed and delivered by the proper
officers of Yorkshire, Yorkshire Finance and the trustee named therein, when the
Trust Securities Guarantee Agreement has been duly executed and delivered by the
proper officers of Yorkshire and the trustee named therein, and when the Junior
Subordinated Debentures, the Debentures Guarantee and the Trust Securities
Guarantee have been executed, authenticated and delivered in accordance with the
terms of the Subordinated Indenture and the Trust Securities Guarantee
Agreement, as the case may be, (i) the Debentures Guarantee and the Trust
Securities Guarantee will be valid, binding and legal obligations of Yorkshire
(subject to applicable bankruptcy, insolvency, reorganization, moratorium and
other similar laws relating to or affecting creditors' rights generally and to
general principles of equity, whether considered in a proceeding at law or in
equity) and (ii) the Junior Subordinated Debentures will be valid, binding and
legal obligations of Yorkshire Finance (subject to applicable bankruptcy,
insolvency, reorganization, moratorium and other similar laws relating to or
affecting creditors' rights generally and to general principles of equity,
whether considered in a proceeding at law or in equity).

     We are members of the State Bar of New York and we do not express any
opinion herein concerning any law other than the law of the State of New York,
the federal law of the United States and, with respect to the validity of the
Junior Subordinated Debentures, the laws of the Cayman Islands. In rendering the
opinion expressed in clause (ii) immediately above with respect to the validity
of the Junior Subordinated Debentures, we have relied upon the opinion address
to you and dated the date hereof of Maples and Calder as to matters of Cayman
Islands law.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the statements with respect to our firm under the
caption "Legal Opinions" in the Registration Statement. In giving the foregoing
consent, we do not hereby admit that we come within the category of persons
whose consent is required under Section 7 of the Securities Act of 1933, as
amended, or the rules and regulations of the Commission thereunder.


                                            Very truly yours,


                                            DEWEY BALLANTINE LLP


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