

                                                                     EXHIBIT 5.1

                                                  10889 WILSHIRE BOULEVARD
(LOGO) OCCIDENTAL PETROLEUM CORPORATION           LOS ANGELES, CALIFORNIA  90024
                                                  TELEPHONE (310) 208-8800
                                                  FACSIMILE (310) 443-6690

    LINDA S. PETERSON
ASSISTANT GENERAL COUNSEL

Direct Telephone (310) 443-6189
Direct Facsimile (310) 443-6737
E-Mail           linda_peterson@oxy.com



                                  May 26, 2000




Occidental Petroleum Corporation
10889 Wilshire Boulevard
Los Angeles, CA 90024

         Re:      Occidental Petroleum Corporation
                  Registration Statement on Form S-8
                  Occidental Petroleum Corporation
                  1996 Restricted Stock Plan for Non-Employee Directors

Ladies and Gentlemen:

     I am an Assistant General Counsel of Occidental Petroleum Corporation, a
Delaware corporation ("Occidental"), and have acted as counsel to Occidental in
connection with the preparation of the above-referenced Registration Statement
on Form S-8, submitted by Occidental to the Securities and Exchange Commission
("Commission") on May __, 2000 (the "Registration Statement"). The Registration
Statement relates to the registration under the Securities Act of 1933, as
amended (the "1933 Act"), of 100,000 shares (the "Shares") of Common Stock, par
value $.20 per share, of Occidental. The Shares are to be issued in accordance
with the Occidental Petroleum Corporation 1996 Restricted Stock Plan for
Non-Employee Directors (the "Plan") with respect to awards of restricted stock
under the Plan.

     In connection with this opinion, I have examined and am familiar with
originals or copies, certified or otherwise identified to my satisfaction, of
such records of Occidental and all such agreements, certificates of public
officials, certificates of officers or other representatives of Occidental and
others and such other documents, certificates and records as I have deemed
necessary or appropriate as a basis for the opinions set forth herein,
including, without limitation, (i) the Registration Statement (together with the
form of prospectus forming a part thereof), (ii) the Restated Certificate of
Incorporation and By-laws of Occidental, as amended to date, (iii) copies of
certain resolutions adopted by the Board of Directors of Occidental, relating to
the adoption of the Plan, the filing of the Registration Statement and any
amendments or supplements thereto, and the issuance of the Shares and related
matters, (iv) copies of the action adopted at the Annual Meeting of Stockholders
approving the amendment of the Plan to, among other things, measure the number
of shares available for issuance (v) the Plan. At a meeting of the Board of
Directors of Occidental relating to the adoption of the Rights Agreement, the
Board of Directors was advised on a number of questions of Delaware law,
including that there is no direct judicial precedent in Delaware regarding an
identical form of rights agreement. In my examination, I have assumed the
genuineness of all signatures, the legal capacity of natural persons, the
authenticity of all
<PAGE>

Occidental Petroleum Corporation
May 26, 2000
Page 2

 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 opinions expressed herein which I have not
independently established or verified, I have relied upon statements and
representations of officers and other representatives of Occidental and others.

     I am a member of the California and New York Bars and for purposes of this
opinion do not hold myself out as an expert on, nor do I express any opinion as
to, the laws of any jurisdiction other than the General Corporation Law of the
State of Delaware.

     Based upon and subject to the foregoing, I am of the opinion that the
Shares have been duly authorized and, when issued and paid for in accordance
with the Plan, will be validly issued, fully paid and nonassessable.

     This opinion is delivered in accordance with the requirements of Item
601(b)(5) of Regulation S-K under the 1933 Act and is furnished to you solely
for your benefit in connection with the filing of the Registration Statement and
is not to be used, circulated, quoted or otherwise referred to for any other
purpose without my prior written consent. I hereby consent to the filing of this
opinion with the Commission as Exhibit 5 to the Registration Statement. I also
consent to the reference to me under the heading "Legal Matters" in the
Registration Statement. In giving this consent, I do not thereby admit that I am
included in the category of persons whose consent is required under Section 7 of
the 1933 Act or the rules and regulations of the Commission promulgated
thereunder.

                                Very truly yours,

                                LINDA S. PETERSON

                                Linda S. Peterson
