Exhibit 5.1




                                 May 16, 1997

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
(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  1,000,000  of the Company's Ordinary Shares, par value $.01 per share (the
"Shares"),  issuable  pursuant  to the Company's 1997 Share Compensation 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.  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.

     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  and, when issued in accordance with the terms of the Plan, will be
validly  issued,  fully  paid  and  nonassessable.

     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,


                                   Robert  B.  Holland,  III