<DOCUMENT>
<TYPE>EX-5.1
<SEQUENCE>4
<FILENAME>l97427aexv5w1.txt
<DESCRIPTION>EXHIBIT 5.1
<TEXT>
<PAGE>
                                                                     EXHIBIT 5.1



                  [Letterhead of Calfee, Halter & Griswold LLP]

                                November 27, 2002

RPM International Inc.
2628 Pearl Road
P.O. Box 777
Medina, Ohio 44258

         We are familiar with the proceedings taken and proposed to be taken by
RPM International Inc., a Delaware corporation (the "Company"), with respect to
shares of Common Stock, par value $0.01 per share (the "Shares"), of the Company
to be offered and sold from time to time pursuant to the Company's 1989 Stock
Option Plan, as amended (the "Plan"), which Shares were registered under the
Securities Act of 1933, as amended (the "Securities Act"), by RPM, Inc., an Ohio
corporation. In connection with a merger transaction for the purpose of changing
RPM, Inc.'s state of incorporation to Delaware, the Company became the successor
issuer to RPM, Inc. under the Securities Exchange Act of 1934, as amended, and
pursuant to Rule 414 under the Securities Act, has expressly adopted the prior
registration statement filed with the Securities and Exchange Commission (the
"Commission") to register the Shares. As counsel for the Company, we have
assisted in preparing a Post-Effective Amendment to the Registration Statement
on Form S-8 (the "Registration Statement") to be filed by the Company with the
Securities and Exchange Commission in connection with the registration of the
Shares under the Securities Act.

         In this connection, we have examined such documents, records and
matters of law as we have deemed necessary or advisable to render the opinion
contained herein. Based upon our examination and inquiries, we are of the
opinion that the Shares are duly authorized and, when offered and sold pursuant
to the terms and conditions of the Plan, will be validly issued, fully paid and
nonassessable.

         Our opinion is limited solely to the laws of the State of Delaware.

         We consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement. We do not admit that we are in the category of persons
whose consent is required under Section 7 of the Securities Act.


                                              Very truly yours,

                                              /s/ Calfee, Halter & Griswold LLP

                                              CALFEE, HALTER & GRISWOLD LLP



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