EXHIBIT 5.1


May 3, 2002

Cal Dive International, Inc.
400 N. Sam Houston Parkway E.
Suite 400
Houston, Texas 77060

Gentlemen:

         I am Corporate Secretary for Cal Dive International, Inc., a Minnesota
corporation (the "Company"), and give this opinion in connection with the
registration under the Securities Act of 1933, as amended (the "Act"), of up to
4,600,000 shares of the Company's common stock, no par value per share (the
"Common Stock"), to be offered upon the terms and subject to the conditions set
forth in the Company's Registration Statement on Form S-3 (the "Registration
Statement") relating thereto filed with the U.S. Securities and Exchange
Commission.

         In connection therewith, I have examined originals or copies certified
or otherwise identified to our satisfaction of the 1997 Amended and Restated
Articles of Incorporation of the Company, as amended, the Amended and Restated
Bylaws of the Company, the corporate proceedings with respect to the offering of
common stock and such other documents and instruments as I have deemed necessary
or appropriate for the expression of the opinions contained herein.

         I have assumed the authenticity and completeness of all records,
certificates and other instruments submitted to me as originals, the conformity
to original documents of all records, certificates and other instruments
submitted to me as copies, the authenticity and completeness of the originals
of those records, certificates and other instruments submitted to me as copies
and the correctness of all statements of fact contained in all records,
certificates and other instruments that I have examined.



Cal Dive International, Inc.
May 3, 2002
Page 2

         Based on the foregoing examination, I am of the opinion that the
4,600,000 shares of Common Stock to be issued and sold by the Company, upon
compliance with the terms of the Underwriting Agreement pursuant to which the
Common Stock is sold, will be duly and validly issued, and fully paid and
nonassessable.

         I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the references to me under the caption "Legal
Matters" in the Prospectus included as part of the Registration Statement.

                                    Very truly yours,


                                    /s/ ANDREW C. BECHER

                                    Andrew C. Becher
                                    Corporate Secretary

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