EXHIBIT 5.1

                          [PIPER & MARBURY LETTERHEAD]




                               November 17, 1997
                                       


USF&G Corporation
6225 Centennial Way
Baltimore, Maryland 21209


        Re:  Registration Statement on Form S-4
             ----------------------------------

Ladies and Gentlemen:

     We have acted as special counsel to USF&G Corporation (the "Company") in 
connection with the registration on Form S-4 (the "Registration Statement") 
of up to 7,400,000 Shares of common stock, par value $2.50, of the Company 
(the "Shares") to be issued in connection with the merger between United 
States Fidelity and Guaranty Company, a wholly-owned subsidiary of the 
Company, and Titan Holdings, Inc.

     We have examined the Registration Statement, the Charter and By-Laws of 
the Company, minutes of the proceedings of the Company's Board of Directors 
authorizing the issuance of the Shares, and such other documents as we have 
considered necessary. We have also examined the certificate of the secretary 
of the Company dated the date hereof (the "Certificate"). In rendering our 
opinion, we are relying as to factual matters on the Certificate and have 
made no independent investigation or inquiries as to the matters set forth 
therein. We have assumed the genuineness of all signatures, the legal 
capacity of all natural persons, the authenticity of all documents submitted 
to us as originals, the conformity to original documents of all documents 
submitted to us as certified or photostatic copies and the authenticity of 
the originals of such documents.

     Based upon the foregoing, we are of the opinion and so advise you that, 
upon issuance and delivery of the Shares upon the terms set forth in the 
Registration Statement, the Shares will have been duly and validly authorized 
and will be legally issued and fully-paid and non-assessable.

     We hereby consent to the filing of this opinion as an exhibit to the 
Registration Statement and to the reference to us under the heading "Legal 
Matters" in the Prospectus/Proxy Statement included in the Registration 
Statement.

                                     Very truly yours,

                                     PIPER & MARBURY L.L.P.