EXHIBIT 5.1


                           Kirkpatrick & Lockhart LLP
                            Henry W. Oliver Building
                              535 Smithfield Street
                              Pittsburgh, PA 15222


                                 March 15, 2002


Allegheny Technologies Incorporated
1000 Six PPG Place
Pittsburgh, Pennsylvania 15222-5479

Ladies and Gentlemen:

         We have acted as counsel to Allegheny Technologies Incorporated, a
Delaware corporation (the "Company"), in connection with the Registration
Statement on Form S-4 (the "Registration Statement") filed by the Company with
the Securities and Exchange Commission under the Securities Act of 1933, as
amended (the "Securities Act"), relating to the registration by the Company of
$300,000,000 aggregate principal amount of its 8.375% Notes due 2011 (the
"Exchange Notes"). The Exchange Notes are proposed to be issued in accordance
with the provisions of the indenture (the "Indenture"), dated as of December 18,
2001, between the Company and The Bank of New York, as Trustee.

         In connection with rendering the opinions set forth below, we have
examined the Registration Statement, the Prospectus contained therein, the
Indenture, which is filed as an exhibit to the Registration Statement, the
Certificate of Incorporation and By-laws of the Company and resolutions adopted
by the Board of Directors of the Company, and we have made such other
investigation as we have deemed appropriate. We have examined and relied on
certificates of public officials. We have not independently established any of
the facts so relied on.

         For the purposes of this opinion letter we have made the assumptions
that are customary in opinion letters of this kind, including the assumptions
that each document submitted to us is accurate and complete, that each such
document that is an original is authentic, that each such document that is a
copy conforms to an authentic original, and that all signatures (other than
signatures on behalf of the Company) on each such document are genuine. We have
further assumed the legal capacity of natural persons, and we have assumed that
each party to the documents we have examined or relied on (other than the
Company) has the legal capacity or authority and has satisfied all legal
requirements that are applicable to that party to the extent necessary to make
such documents enforceable against that party. We have not verified any of those
assumptions.





Allegheny Technologies Incorporated
March 15, 2002
{Page 2


         We are opining herein as to the effect of the laws of the State of New
York (excluding conflict of laws rules) and the General Corporation Law of the
State of Delaware. We are not opining on, and we assume no responsibility for,
the applicability to or effect on any of the matters covered herein of any other
laws, the laws of any other jurisdiction, or the local laws of any jurisdiction.

         Based on the foregoing, and subject to the foregoing and the additional
qualifications and other matters set forth below, it is our opinion that the
Exchange Notes, when (a) the Company's outstanding 8.375% Notes Due 2011 have
been exchanged in the manner described in the Registration Statement, (b) the
Exchange Notes have been duly executed, authenticated, issued and delivered in
accordance with the terms of the Indenture, (c) the Indenture has been duly
qualified under the Trust Indenture Act of 1939, as amended, and (d) applicable
provisions of "blue sky" laws have been complied with, will constitute valid and
binding obligations of the Company enforceable against the Company in accordance
with their terms, under the laws of the State of New York which are expressed to
govern the same, except as the enforcement thereof may be limited by bankruptcy,
insolvency, reorganization, moratorium (including, without limitation, all laws
relating to fraudulent transfers), other similar laws relating to or affecting
enforcement of creditors' rights generally, general principles of equity
(regardless of whether enforcement is considered in a proceeding in equity or at
law) and limitations of the waiver of rights under usury laws, and will be
entitled to the benefits of the Indenture.

          We express no opinion as to the validity, legally binding effect or
enforceability of any related provisions of the Indenture or the Exchange Notes
that require or relate to payment of any interest at a rate or in an amount
which a court would determine in the circumstances under applicable law to be
commercially unreasonable or a penalty or a forfeiture. In addition, we express
no opinion as to the validity, legally binding effect or enforceability of the
waiver of rights and defenses contained in the Indenture.

         We are furnishing this opinion letter to you solely in connection with
the registration under the Securities Act by the Company of the Exchange Notes.
You may not rely on this opinion letter in any other connection, and it may not
be furnished to or relied upon by any other person for any purpose, without our
specific prior written consent.



Allegheny Technologies Incorporated
March 15, 2002
{Page 3


         The foregoing opinions are rendered as of the date of this letter. We
assume no obligation to update or supplement any of such opinions to reflect any
changes of law or fact that may occur.

         We hereby consent to the reference to us in the Registration Statement
under the caption "Legal Matters."

                                         Yours truly,

                                         /s/ KIRKPATRICK & LOCKHART LLP

                                         KIRKPATRICK & LOCKHART LLP