Exhibit 5.1


                                         May 31, 2002

Vishay Intertechnology, Inc.
63 Lincoln Highway
Malvern, PA  19355-2120

            Re:   Registration Statement on Form S-3
                  (Registration No. 333- )
                  ----------------------------------

Ladies and Gentlemen:

            We have acted as corporate counsel to Vishay Intertechnology, Inc.,
a Delaware corporation (the "Company"), in connection with the preparation and
filing of the above-captioned Registration Statement on Form S-3 (the
"Registration Statement") filed by the Company with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, relating to the
issuance by the Company of up to 6,191,166 shares of common stock of the
Company, par value $0.10 per share (the "Shares"), as described in the
Registration Statement, upon conversion of $171.0 million principal amount of
5.75% convertible subordinated notes due 2006 of General Semiconductor, Inc.
("General Semiconductor"), a Delaware corporation, issued pursuant to an
indenture, dated December 14, 1999, as amended, between General Semiconductor
and The Bank of New York, as trustee (the "Indenture").

            We have reviewed such documents and records as we have deemed
necessary to enable us to express an opinion on the matters covered hereby, and
we have also examined and relied upon representations, statements or
certificates of public officials and officers and representatives of the
Company. Based on the foregoing, we are of the opinion that the Shares, when
issued in accordance with the terms and conditions of the Indenture, will be
legally issued, fully paid and non-assessable.

            We hereby consent to the use of this opinion as Exhibit 5.1 to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Prospectus included in the Registration Statement. In giving
this consent, we do not thereby admit that we are within the category of persons
whose consent is required under Section 7 of the Securities Act of 1933, as
amended, or the rules and regulations promulgated thereunder.

                                    Very truly yours,

                                    /s/  Kramer Levin Naftalis & Frankel LLP

                                    Kramer Levin Naftalis & Frankel LLP