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                                                                     EXHIBIT 5.1

                        KANTROW, SPAHT, WEAVER & BLITZER
                        (A PROFESSIONAL LAW CORPORATION)
                                ATTORNEYS AT LAW
                             SUITE 300, CITY PLAZA
                              445 NORTH BOULEVARD
                              POST OFFICE BOX 2997
                       BATON ROUGE, LOUISIANA  70821-2997

                                                       Telephone: (504) 383-4703
                                                            Fax:  (504) 343-0630
                                                                  (504) 343-0637

                               September 27, 1995


United Companies Financial Corporation
4041 Essen Lane
Post Office Box 1591
Baton Rouge, Louisiana  70821-1591

         Re:     Registration Statement on Form S-8

Ladies and Gentlemen:

         We have acted as counsel to United Companies Financial Corporation
(the "Company") in connection with the preparation of the Registration
Statement on Form S-8 (the "Registration Statement") to be filed with the
Securities and Exchange Commission covering 300,000 shares of the Company's
$2.00 par value common stock (the "Common Stock") reserved for issuance under
the Company's Management Incentive Plan (the "Plan").

         We have examined the originals, or copies certified or otherwise
identified to our satisfaction, of the Company's Articles of Incorporation, as
amended, its By-Laws, as amended, resolutions of its Board of Directors, or
Committees of the Board of Directors, and such other documents and corporate
records as we have deemed necessary as the basis for the opinions expressed
herein.  Based upon the foregoing and in reliance thereon, and after
examination of such matters of law as we deemed applicable or relevant hereto,
it is our opinion that:

         1.      The Company has been duly incorporated under the laws of the
                 State of Louisiana and is validly existing and in good
                 standing under the laws of that State; and

         2.      The 300,000 shares of the Company's Common Stock covered by
                 the Registration Statement have been duly authorized and, when
                 duly issued in accordance with the terms of the Plan, and
                 delivered as provided therein, will be legally issued, fully
                 paid, and non-assessable.

         We hereby expressly consent to the reference to our firm in the
Registration Statement under the caption "Interests of Named Experts and
Counsel", to the inclusion of this opinion as an exhibit to the Registration
Statement and to the filing of this opinion with any appropriate governmental
agency.

                                  Very truly yours,

                                  KANTROW, SPAHT, WEAVER & BLITZER
                                  (A PROFESSIONAL LAW CORPORATION)

                                  /s/ KANTROW, SPAHT, WEAVER & BLITZER
                                  (A Professional Law Corporation)