EXHIBIT 5

                        [COMPUTER ASSOCIATES LETTERHEAD]

                                                      ROBERT B. LAMM
                                                      Senior Vice President -
                                                      Corporate Governance
                                                         and Secretary


November 30, 2004

Computer Associates International, Inc.
One Computer Associates Plaza
Islandia, New York 11749-7000

Ladies and Gentlemen:

      I have acted as your counsel in connection with the preparation of a
Registration Statement of Form S-8 (the "Registration Statement") to be filed
under the Securities Act of 1933, as amended (the "Securities Act"), in
connection with the issuance of an aggregate of 1,435,300 shares (collectively,
the "Shares") of common stock, par value $.10 per share, of Computer Associates
International, Inc. (the "Company"), under certain option plans of Netegrity,
Inc. ("Netegrity") assumed by the Company in connection with the Company's
acquisition of Netegrity pursuant to the Agreement and Plan of Merger by and
among the Company, Nova Acquisition Corp. and Netegrity, dated as of October 6,
2004. Of these shares, (i) 172,400 shares may be issued pursuant to awards
granted under the Software Developer's Company, Inc. 1994 Stock Plan, as
amended, (ii) 231,000 shares may be issued pursuant to awards granted under the
Netegrity, Inc. 1997 Stock Option Plan, (iii) 705,000 shares may be issued
pursuant to awards granted under the Netegrity, Inc. 2000 Stock Incentive Plan,
as amended as of August 8, 2001, (iv) 159,500 shares may be issued pursuant to
awards granted under the Netegrity, Inc. 2001 Interim General Stock Incentive
Plan, (v) 54,700 shares may be issued pursuant to awards granted under the
Netegrity, Inc. 2002 Employee Retention General Incentive Plan, (vi) 84,000
shares may be issued pursuant to awards granted under the Netegrity, Inc. 2002
General Stock Incentive Plan, and (vii) 28,700 shares may be issued pursuant to
awards granted under the Netegrity, Inc. 2004 Stock Incentive Plan
(collectively, the "Plans").

      As such counsel, I have examined your Restated Certificate of
Incorporation, your By-laws as amended to date, the Registration Statement, the
Plans and such other corporate documents, minutes and records as I have deemed
appropriate. In my examination, I have assumed the legal capacity of all natural
persons, the genuineness of all signatures, the authenticity of all documents
submitted to me as originals, the conformity to original documents of all
documents submitted to me as certified, conformed or photostatic copies and the
authenticity of the originals of such copies. As to any facts material to the
opinion expressed herein which I have not independently established or verified,
I have relied upon statements and representations of other officers and
representatives of the Company and others.



      Based upon the foregoing, it is my opinion that the Shares are duly
authorized and, when issued in accordance with the terms of the Plans, will be
validly issued, fully paid and nonassessable.

      I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving this consent, I do not thereby admit that I am
in the category of persons whose consent is required under Section 7 of the
Securities Act or the rules and regulations of the Commission promulgated
thereunder.

      This opinion is furnished by me as Senior Vice President -- Corporate
Governance and Secretary of the Company in connection with the filing of the
Registration Statement and is not to be used, circulated or quoted for any other
purpose or otherwise referred to or relied upon by any other person without the
prior express written permission of the Company other than in connection with
the offer and sale of the Shares while the Registration Statement is in effect.

           Very truly yours,

           /s/ Robert B. Lamm
           --------------------------------

           Robert B. Lamm
           Senior Vice President -
           Corporate Governance
            and Secretary

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