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                                      FOUNDED 1866

                                                                    EXHIBIT 5.01

 [FORM OF OPINION]

                                 April 17, 2006

Man Investments (USA) Corp.
      as Managing Member of Man-AHL 130, LLC
123 North Wacker Drive, 28th Floor
Chicago, Illinois 60606

Re: Man-AHL 130, LLC
    Units of Limited Liability Company Interest (the "Units")

Dear Sir or Madam:

We refer to the Amendment No. 3 to the Registration Statement on Form S-1 (the
"Registration Statement") filed by Man-AHL 130, LLC, a Delaware limited
liability company (the "Company"), with the Securities and Exchange Commission
under the Securities Act of 1933, as amended (the "Securities Act"), on or about
April 17, 2006, relating to the registration of an offering of two classes of
units in the Company (the "Units"), as set forth on the cover page of the
Registration Statement and described in the prospectus included therewith (the
"Prospectus").

We are familiar with the proceedings to date with respect to the proposed
issuance and sale of the Units pursuant to the Prospectus and have examined such
records, documents and questions of law, and satisfied ourselves as to such
matters of fact, as we have considered relevant and necessary as a basis for
this opinion.

For purposes of rendering this opinion, we have assumed the genuineness of all
signatures, the legal capacity of natural persons, the authenticity of all
documents submitted to us as originals, the conformity to originals of all
documents submitted to us as certified or photostatic copies and the
authenticity of the originals of such copies.

            Based on the foregoing, we are of the opinion that:

            1. The Company has been duly formed and is validly existing in good
            standing as a limited liability company under the Delaware Limited
            Liability Company Act (the "Delaware Act").

 Sidley Austin LLP is a limited liability partnership practicing in affiliation
                      with other Sidley Austin partnerships



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April 17, 2006
Page 2

            2. The Company has taken all necessary action required to be taken
            by it to authorize the issuance and sale of the Units to the members
            of the Company (the "Members") and to authorize the admission to the
            Company of the Members as members of the Company.

            3. Assuming (i) the due authorization, execution and delivery to the
            Managing Member or its delegate of a subscription agreement (the
            "Subscription Agreement") by each subscriber for Units (the
            "Subscribers"), (ii) the due acceptance by or on behalf of the
            Managing Member of each Subscription Agreement and the due
            acceptance by the Managing Member of the admission of each of the
            Subscribers as members of the Company, (iii) the payment by each
            Subscriber of the full consideration due for the Units to which it
            subscribed, (iv) the due authorization, execution and delivery by
            all parties thereto, including the Subscribers as Members of the
            Company, of the Company's Limited Liability Company Agreement (the
            "Company Agreement"), (v) that the books and records of the Company
            shall reflect all Members admitted in accordance with Section 18-301
            of the Delaware Act, (vi) that the Units are offered and sold as
            described in the Prospectus and the Company Agreement and (vi) that
            the Subscribers meet all of the applicable suitability standards set
            forth in the Prospectus and that the representations and warranties
            of the Subscribers in their respective Subscription Agreements are
            true and correct, the Units to be issued to the Subscribers will
            represent valid and legally issued limited liability company
            interests in the Company and will be fully paid and non-assessable
            limited liability company interests in the Company, as to which the
            Subscribers, as members of the Company, will have no liability in
            excess of their obligations to make contributions to the Company and
            their share of the Company's assets and undistributed profits
            (subject to the obligation of a Member to repay funds wrongfully
            distributed to such Member by the Company).

This opinion is limited to the Securities Act and the Delaware Act. We express
no opinion as to the application of the securities or blue sky laws of the
various states (including the State of Delaware) to the sale of the Units.

We hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement and to all references to our firm included in or made a
part of the Registration Statement.

Very truly yours,