EXHIBIT 5.1

                     [ERVIN, COHEN, & JESSUP LLP LETTERHEAD]

                                   May 7, 2002

                                                        Our File No.
                                                           736-391

Newpark Resources, Inc.
3850 North Causeway Boulevard
Suite 1770
Metairie, LA 70002

         RE:      REGISTRATION STATEMENT ON FORM S-3

Gentlemen:

         We have acted as counsel to Newpark Resources, Inc., a Delaware
corporation ("NEWPARK"), in connection with Newpark's Registration Statement on
Form S-3 (the "REGISTRATION STATEMENT") being filed with the Securities and
Exchange Commission under the Securities Act of 1933. The Registration Statement
covers the issuance by Newpark of up to an aggregate of 2,000,000 shares of
Newpark's common stock (the "SHARES").

         In giving this opinion, we have reviewed Newpark's Certificate of
Incorporation, Bylaws and corporate proceedings, and such other documents as we
have felt necessary or appropriate in order to render the opinions expressed
herein. In such examination, we have assumed the genuineness of all signatures,
the conformity with originals of all documents submitted to us as copies, the
authenticity of the originals of such copies, the legal capacity of all natural
persons and that the documents submitted to us for our review have not been and
will not be altered, amended or repealed in any respect material to our opinions
as stated herein.

         Based upon the foregoing, we are of the opinion that the issuance of
the Shares has been duly authorized by the Board of Directors of Newpark and,
when issued in accordance with the terms of the Registration Statement,
including the exhibits thereto, the Shares will be legally issued, fully paid
and non-assessable.

         We hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Prospectus filed as a part of the Registration Statement.

                                       Very truly yours,

                                       /s/ Ervin, Cohen & Jessup LLP

                                       Ervin, Cohen & Jessup LLP