Exhibit 5.1

                                 June 26, 1996


Triton Energy Limited
Caledonian House
Mary Street, P.O. Box 1043
George Town
Grand Cayman, Cayman Islands

Dear Sirs:

     This  opinion  is delivered in connection with the Registration Statement
(as  amended,  the  "Registration  Statement")  on  Form  S-8  filed  with the
Securities  and Exchange Commission by Triton Energy Limited, a Cayman Islands
company  (the  "Company"),  under  the Securities Act of 1933, as amended (the
"Act"),  relating to an additional 1,050,000 of the Company's Ordinary Shares,
par  value  $.01  per share (the "Shares"), issuable pursuant to the Company's
Second  Amended  and  Restated 1992 Stock Option Plan and Amended and Restated
1985 Restricted Stock Plan.

     I  am  familiar  with  the  Memorandum and Articles of Association of the
Company, each as amended to date.  In addition, I have examined such corporate
records, documents and other instruments and have made such other examinations
and  inquiries as I have deemed necessary to enable me to express the opinions
set forth herein.

     Based  upon  the foregoing, subject to the qualifications and limitations
stated  herein, and limited in all respects to the laws of the State of Texas,
the  Companies  Law  (1995 Revision) of the Cayman Islands and the laws of the
United  States  of America, I am of the opinion that the Shares have been duly
authorized, validly issued, fully paid and nonassessable.

     I  am a member of the bar of the State of Texas and any opinion herein as
to the laws of the Cayman Islands is based upon the latest generally available
compilation of the statutes and case law of such jurisdiction.

     I  hereby  consent  to  the  use  of  this  opinion  as an exhibit to the
Registration  Statement  and  the  use  of  my  name  under the caption "Legal
Matters" in the Prospectus forming a part of the Registration Statement.

                                   Very truly yours,

                                   /s/Robert B. Holland, III
                                   Robert B. Holland, III