[Letterhead of White & Case LLP]


March 1, 2006

Amerada Hess Corporation
1185 Avenue of the Americas
New York, New York 10036

Dear Sirs:

     We have examined the Registration Statement on Form S-3 (the "Registration
Statement") under the Securities Act of 1933, as amended (the "Securities Act"),
in the form in which it is to be filed today by Amerada Hess Corporation, a
Delaware corporation (the "Company"), with the Securities and Exchange
Commission (the "Commission") relating to (i) shares of common stock, par value
$1.00 per share, of the Company (the "Common Shares"), (ii) shares of preferred
stock, par value $1.00 per share, of the Company (the "Preferred Shares"), which
may be convertible into Common Shares, (iii) debt securities consisting of
debentures, notes or other evidences of indebtedness representing unsecured,
unsubordinated obligations of the Company (the "Senior Debt Securities"), which
Senior Debt Securities may be convertible into Common or Preferred Shares,
(iv) debt securities consisting of debentures, notes or other evidences of
indebtedness representing unsecured, subordinated obligations of the Company
(the "Subordinated Debt Securities" and together with the Senior Debt
Securities, the "Debt Securities"), which Subordinated Debt Securities may be
convertible into Common or Preferred Shares, (v) warrants (the "Warrants"),
(vi) purchase contracts (the "Purchase Contracts"), (vii) depositary shares
representing Preferred Shares (the "Depositary Shares") and (viii) units
comprised of the foregoing (the "Units"). The Common Shares, the Preferred
Shares, the Senior Debt Securities, the Subordinated Debt Securities, the
Warrants, the Purchase Contracts, the Depositary Shares and the Units are
collectively referred to herein as the "Securities". The Securities are being
registered for offering and sale from time to time pursuant to Rule 415 under
the Securities Act.

     The Senior Debt Securities are to be issued pursuant to an Indenture (the
"Senior Debt Indenture"), dated as of March 1, 2006 between the Company and
JPMorgan Chase Bank, N.A., as trustee (the "Senior Debt Trustee"), to be filed
as Exhibit 4 to the Registration Statement. The Subordinated Debt Securities
are to be issued pursuant to an Indenture (the "Subordinated Debt Indenture"),
dated as of March 1, 2006 between the Company and JPMorgan Chase Bank, N.A., as
trustee (the "Subordinated Debt Trustee"), to be filed as Exhibit 4.1 to the
Registration Statement.

     Each series of Warrants will be issued under a separate warrant agreement
to be entered into between the Company and a warrant agent (the "Warrant
Agreement").

     Purchase Contracts will be issued for the purchase or sale of, or whose
cash value is determined by reference or linked to the performance, level or
value of, Preferred Shares, Debt Securities, Depositary Shares or other
securities described in this Registration Statement.



Amerada Hess Corporation
1185 Avenue of the Americas
New York, New York 10036
Page 2

     Depositary Shares will be issued under a deposit agreement between the
Company and a depositary (the "Deposit Agreement"). Each Depositary Share will
represent a fraction or multiple of a share of a Preferred Share and will be
evidenced by a depositary receipt (each, a "Depositary Receipt").

          Units will be issued under a unit agreement between the Company and a
unit agent (the "Unit Agreement"). Units may be comprised of one or more Debt
Securities, Warrants, Purchase Contracts and Preferred Shares. Each Unit will be
issued so that the holder of the Unit is also the holder of each Security
included in the Unit.

     Based upon our examination of such documents, certificates, records,
authorizations and proceedings as we have deemed relevant, it is our opinion
that:

     1. With respect to the Common Shares, when (i) the issuance of the Common
Shares has been duly authorized by appropriate corporate action and (ii) the
certificates for the Common Shares have been duly executed by the Company,
countersigned by the transfer agent therefor and duly delivered to the
purchasers thereof against payment therefor, the Common Shares will be validly
issued, fully paid and nonassessable.

     2. With respect to the Preferred Shares, when (i) the issuance of the
Preferred Shares has been duly authorized by appropriate corporate action,
(ii) the Certificate of Designations establishing the terms of the Preferred
Shares has been duly approved by appropriate corporate action, duly executed by
the Company and filed with the Secretary of State of the State of Indiana,
(iii) the certificates for the Preferred Shares have been duly executed by the
Company, countersigned by the transfer agent therefor and delivered to the
purchasers thereof against payment therefor, and (iv) if the Preferred Shares
are convertible into Common Shares, (x) the issuance of such Common Shares has
been duly authorized by appropriate corporate action, (y) the Preferred Shares
are presented for conversion in accordance with the terms thereof and (z) the
certificates for such Common Shares have been duly executed by the Company,
countersigned by the transfer agent therefor and duly delivered upon such
conversion to the persons entitled thereto, in accordance with the terms of such
Preferred Shares, (a) the Preferred Shares will be validly issued, fully paid
and nonassessable and (b) if the Preferred Shares are convertible into Common
Shares, the Common Shares issuable upon conversion of the Preferred Shares will
be validly issued, fully paid and nonassessable.

     3. With respect to the Senior Debt Securities, when (i) the Senior Debt
Indenture has been duly authorized, executed and delivered to the Company,
(ii) the issuance of the Senior Debt Securities and approval of the final terms
thereof have been duly authorized by the Company by appropriate corporate
action, (iii) the Senior Debt Securities, in the form included in the Senior
Debt Indenture filed as an exhibit to the Registration Statement (with such
changes or additions as permitted in the Senior Debt Indenture), have been duly
executed and delivered by the Company and authenticated by the Senior Debt
Trustee pursuant to the Senior Debt Indenture and delivered and paid for and
(iv) if the Senior Debt Securities are convertible into Common Shares, (x) the
issuance of such Common Shares has been duly authorized by



Amerada Hess Corporation
1185 Avenue of the Americas
New York, New York 10036
Page 3

appropriate corporate action, (y) the Senior Debt Securities are presented for
conversion in accordance with the terms thereof and (z) the certificates for
such Common Shares have been duly executed by the Company, countersigned by the
transfer agent therefor and duly delivered upon such conversion to the persons
entitled thereto, in accordance with the terms of such Senior Debt Securities,
(a) the Senior Debt Securities will constitute valid and legally binding
obligations of the Company under the laws of the State of New York, enforceable
in accordance with their terms, subject to bankruptcy, insolvency,
reorganization or other similar laws affecting the rights of creditors generally
and general principles of equity (whether applied by a court of law or equity),
and (b) if the Senior Debt Securities are convertible into Common Shares, the
Common Shares issuable upon conversion of the Senior Debt Securities will be
validly issued, fully paid and nonassessable.

     4. With respect to the Subordinated Debt Securities, when (i) the
Subordinated Debt Indenture has been duly authorized, executed and delivered by
the Company, (ii) the issuance of the Subordinated Debt Securities and approval
of the final terms thereof have been duly authorized by the Company by
appropriate corporate action, (iii) the Subordinated Debt Securities, in the
form included in the Subordinated Debt Indenture filed as an exhibit to the
Registration Statement (with such changes or additions as permitted in the
Subordinated Debt Indenture), have been duly executed and delivered by the
Company and authenticated by the Subordinated Debt Trustee pursuant to the
Subordinated Debt Indenture, and delivered and paid for and (iv) if the
Subordinated Debt Securities are convertible into Common Shares, (x) the
issuance of such Common Shares has been duly authorized by appropriate corporate
action, (y) the Subordinated Debt Securities are presented for conversion in
accordance with the terms thereof and (z) the certificates for such Subordinated
Debt Securities have been duly executed by the Company, countersigned by the
transfer agent therefor and duly delivered upon such conversion to the persons
entitled thereto, in accordance with the terms of such Subordinated Debt
Securities, (a) the Subordinated Debt Securities will constitute valid and
legally binding obligations of the Company under the laws of the State of New
York, enforceable in accordance with their terms, subject to bankruptcy,
insolvency, reorganization or other similar laws affecting the rights of
creditors generally and general principles of equity (whether applied by a court
of law or equity), and (b) if the Subordinated Debt Securities are convertible
into Common Shares, the Common Shares issuable upon conversion of the
Subordinated Debt Securities will be validly issued, fully paid and
nonassessable.

     5. With respect to the Warrants, when (i) the terms of the Warrant
Agreements under which certain of the Warrants are to be issued have been duly
established and duly authorized by the Company by the appropriate corporate
action and the Warrant Agreements have been duly executed and delivered, (ii)
the terms of such Warrants and of their issuance and sale have been duly
established in conformity with the applicable Warrant Agreement and applicable
law and (iii) such Warrants have been duly executed and authenticated in
accordance with the applicable Warrant Agreement and issued and sold as
contemplated in the Registration Statement, such Warrants will constitute valid
and legally binding obligations of the Company.



Amerada Hess Corporation
1185 Avenue of the Americas
New York, New York 10036
Page 4

     6. With respect to the Purchase Contracts, when (i) the terms of the
governing instruments or agreements under which certain of the Purchase
Contracts are to be issued have been duly established and duly authorized by the
Company by the appropriate corporate action and the governing documents have
been duly executed and delivered, (ii) the terms of such Purchase Contracts and
of their issuance and sale have been duly established in conformity with the
applicable governing documents and applicable law and (iii) such Purchase
Contracts have been duly executed and authenticated in accordance with the
applicable governing documents and issued and sold as contemplated in the
Registration Statement, such Purchase Contracts will constitute valid and
legally binding obligations of the Company.

     7. With respect to the Depositary Shares, when (i) the terms of the Deposit
Agreements under which the Depositary Shares are to be issued have been duly
established and duly authorized by the Company by the appropriate corporate
action and the Deposit Agreements have been duly executed and delivered,
(ii) the terms of the Depositary Shares and of their issuance and sale have been
duly established in conformity with the applicable Deposit Agreements and
applicable law, when the Preferred Shares represented by the Depositary Shares
have been duly delivered to the applicable depositaries and (iii) the Depositary
Receipts evidencing the Depositary Shares have been duly issued against deposit
of the Preferred Shares in accordance with the applicable Deposit Agreements and
issued and sold as contemplated by the Registration Statement, the Depositary
Receipts evidencing the Depositary Shares will be validly issued and will
entitle the holders thereof to the rights specified in the Depositary Shares and
the applicable Deposit Agreements.

     8. With respect to the Units, when (i) the terms of the Unit Agreements
under which certain of the Units are to be issued have been duly established and
duly authorized by the Company by the appropriate corporate action and the Unit
Agreements have been duly executed and delivered, (ii) the terms of such Units
and of their issuance and sale have been duly established in conformity with the
applicable Unit Agreements and applicable law and (iii) such Units have been
duly executed and authenticated in accordance with the applicable Unit
Agreements and issued and sold as contemplated in the Registration Statement,
such Units will constitute valid and legally binding obligations of the Company.

     We consent to the filing of this opinion as an exhibit to the Registration
Statement and to the reference to our firm appearing under the caption "Legal
Opinion" in the Prospectus forming part of the Registration Statement. In giving
this consent, we do not hereby admit that we are within 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.

                                                            Very truly yours,


                                                            /s/ White & Case LLP



Amerada Hess Corporation
1185 Avenue of the Americas
New York, New York 10036
Page 5

KK: AI: SD