EXHIBIT 5.1

                   [Letterhead of Winstead Sechrest & Minick]


                                November 2, 2001

Board of Directors
HORNBECK-LEEVAC Marine Services, Inc.
414 North Causeway Boulevard
Mandeville, Louisiana 70448

Gentlemen:

     We have acted as counsel to HORNBECK-LEEVAC Marine Services, Inc. (the
"Company") and certain of its subsidiaries in connection with the Registration
Statement on Form S-4 (the "Registration Statement") filed with the Securities
and Exchange Commission in connection with the registration under the Securities
Act of 1933, as amended (the "Securities Act"), of (i) $175 million aggregate
principal amount of 10 5/8% Series B Senior Notes due 2008 of the Company (the
"Exchange Notes") to be offered and issued by the Company under an Indenture
dated as of July 24, 2001 by and among the Company and Wells Fargo Bank
Minnesota, National Association, as Trustee and (ii) the guarantees (the
"Guarantees") of certain subsidiaries of the Company listed in the Registration
Statement as guarantors of the Exchange Notes (the "Subsidiary Guarantors").

     We have examined the Indenture, the global note issued under the Indenture
and such statutes, corporate records and documents of the Company and of the
Subsidiary Guarantors, certificates of corporate officials of the Company and
each of the Subsidiary Guarantors and of public officials and such other
instruments and documents as we have deemed necessary or appropriate for the
purposes of the opinions expressed herein.

     Based upon the foregoing and subject to the qualifications, assumptions and
other statements set forth herein, we are of the opinion that (i) upon issuance
thereof in the manner described in the Registration Statement, the Exchange
Notes will be valid and binding obligations of the Company, except as the
enforceability thereof may be limited by bankruptcy, insolvency, reorganization
or other similar laws affecting the enforcement of creditors' rights generally
and by general equitable principles (regardless of whether the issue of
enforceability is considered in a proceeding in equity or at law) and (ii) the
Guarantees of each of the Subsidiary Guarantors will be valid and binding
obligations of the Subsidiary Guarantors, enforceable against the Company and
each Subsidiary Guarantor in accordance with their respective terms, except as
the enforceability thereof may be limited by bankruptcy, insolvency,
reorganization or other similar laws affecting the enforcement of creditors'
rights generally and by general equitable principles (regardless of whether the
issue of enforceability is considered in a proceeding in equity or at law).



Board of Directors
HORNBECK-LEEVAC Marine Services, Inc.
November 2, 2001
Page 2

     The opinion expressed above assumes that the Exchange Notes issued under
the Indenture have been duly executed, authenticated, issued and delivered in
accordance with the provisions of the Indenture upon exchange for the 10 5/8%
Series A Senior Notes due 2008 as provided for therein.

     Except as otherwise stated below, the opinions expressed herein are based
upon, and limited to, the laws of the State of Texas and the United States and
the Delaware General Corporation Law, and to case decisions reported as of this
date under such laws, and to facts known to us on this date, and we do not
undertake to provide any opinion as to any matter or to advise any person with
respect to any events or changes occurring subsequent to the date of this
letter. We have relied as to matters of Louisiana law on the opinion of Burke &
Mayer, A Professional Law Corporation, which opinion is also filed as an exhibit
to the Registration Statement. We also authorize Burke & Mayer, A Professional
Law Corporation, to rely on this opinion for the purposes of rendering its
opinion.

     The opinions expressed in this letter are provided as legal opinions only
and not as any guaranties or warranties of the matters discussed herein, and
such opinions are strictly limited to the matters stated herein, and no other
opinions may be implied. This opinion letter is intended solely for your
benefit.

     We are aware that we are referred to under the heading "Legal Matters" in
the prospectus forming a part of the Registration Statement, and we hereby
consent to such use of our name therein and the filing of this opinion as
Exhibit 5.1 to the Registration Statement. In giving this consent, we
do not hereby admit that we are within 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 promulgated thereunder.

                                       Very truly yours,


                                       /s/ WINSTEAD SECHREST & MINICK P.C.

                                       WINSTEAD SECHREST & MINICK P.C.