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                                                                    EXHIBIT 5.1



               [EMENS, KEGLER, BROWN, HILL & RITTER LETTERHEAD]

                               October 3, 1995





Benton Oil and Gas Company
1145 Eugenia Place
Suite 200
Carpinteria, California  93013

Gentlemen:

  We have acted as counsel for Benton Oil and Gas Company (the "Company") in
connection with the registration under the Securities Act of 1933, as amended,
of up to 189,068 shares of common stock, $0.01 par value per share (the
"Shares"), and 651,610 Warrants to purchase shares of common stock (the
"Warrants"), and the 651,610 shares of Common Stock issuable upon exercise of
the Warrants to be offered to holders of partnership interests in the Benton
Oil & Gas Combination Partnership 1989-1 L.P., the Benton Oil & Gas Combination
Partnership 1990-1 L.P., and the Benton Oil & Gas Combination Partnership
1991-1 L.P. (the "Partnerships") in exchange for such partnership interests. In
this connection, we have examined the Certificate of Incorporation, the Bylaws
and the respective amendments thereto, the directors' and stockholders'
minutes, and the Registration Statement filed with the Securities and Exchange
Commission, and exhibits thereto, and such other documents that we have deemed  
necessary to the opinion hereinafter expressed.

  We are of the opinion that the Shares are validly authorized and upon their
issuance in exchange for partnership interests in the Benton Oil & Gas
Combination Partnership 1989-1 L.P., the Benton Oil & Gas Combination
Partnership 1990-1 L.P., and the Benton Oil & Gas Combination Partnership
1991-1 L.P. as contemplated by the Registration Statement, will be legally
issued, fully paid, and non-assessable.

  We are of the opinion that the Warrants are validly authorized and upon their
issuance in exchange for partnership interests in the Partnerships will be
legally issued.
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               [EMENS, KEGLER, BROWN, HILL & RITTER LETTERHEAD]


  We are of the opinion that the Shares to be issued upon exercise of the 
Warrants as contemplated by the Warrant Agreement will be validly authorized, 
legally issued, fully paid, and non-assessable. 

  We hereby consent to the reference to Emens, Kegler, Brown, Hill & Ritter
Co., L.P.A. appearing under the heading "Legal Matters" in the Registration
Statement and any amendments thereto and the Prospectus of the Company relating
to the proposed exchange of the Shares and Warrants. 

                               Very truly yours,

                               EMENS, KEGLER, BROWN, HILL & RITTER CO., L.P.A.


                              
                               By:  /s/ Jack A. Bjerke
                                   _______________________________________
                                    Jack A. Bjerke, Vice President