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                                                                     EXHIBIT 5.1


                    [Letterhead of Appleby Spurling & Kempe]


                                                 SSJ/sma/8557.14
                                                 Direct Telephone: +441 298 3531
                                                 Direct Fax: +441 298 3436
Stephen S James                                  Direct e-mail: ssjames@ask.bm
   Associate

                                                 17 April 2002





Nabors Industries Ltd.
c/o The Corporate Secretary Limited
Whitepark House
White Park Road
Bridgetown, Barbados


Dear Sirs

NABORS INDUSTRIES LTD. (THE "COMPANY")

We have acted as legal counsel in Bermuda to the Company and this opinion is
addressed to you in connection with the filing by the Company with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
of a Registration Statement on Form S-4, Registration Statement No. 333-76198 in
relation to the registration of 182,693,855 Common Shares of par value US$0.001
each (the "Shares") in the share capital of the Company (the "Registration
Statement").

For the purposes of this opinion we have examined and relied upon the documents
listed, and in some cases defined, in the Schedule to this opinion (the
"Documents").

Assumptions

In stating our opinion we have assumed:-

(a)      the authenticity, accuracy and completeness of all Documents submitted
         to us as originals and the conformity to authentic original Documents
         of all Documents submitted to us as certified, conformed, notarised,
         faxed or photostatic copies;

(b)      that each of the Documents and other such documentation which was
         received by electronic means is complete, intact and in conformity with
         the transmission as sent;

(c)      the genuineness of all signatures on the Documents;

(d)      the authority, capacity and power of each of the persons signing the
         Documents (other than the Company);

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Nabors Industries Ltd.                 -2-                        17 April, 2002


(e)      that any representation, warranty or statement of fact or law, other
         than as to the laws of Bermuda, made in any of the Documents is true,
         accurate and complete;

(f)      that there are no provisions of the laws or regulations of any
         jurisdiction (other than Bermuda) which would be contravened by the
         execution and delivery of the Merger Agreement or which would have any
         implication in relation to the opinion expressed herein and that, in so
         far as any obligation under, or action to be taken under, the Merger
         Agreement is required to be performed or taken in any jurisdiction
         outside Bermuda such action or obligation will not be illegal by virtue
         of the laws of that jurisdiction;

(g)      that each of the Company or any other party to the Merger Agreement is
         not carrying on investment business in or from within Bermuda under the
         provisions of the Investment Business Act 1998 as amended from time to
         time;

(h)      that the Resolutions are in full force and effect, have not been
         rescinded, either in whole or in part, and there is no matter affecting
         the authority of the Directors to enter into the Merger Agreement, or
         to perform their obligations hereunder not disclosed by the
         Constitutional Documents or the Resolutions, which would have any
         adverse implication in relation to the opinions expressed herein;

(i)      that the Company has entered into its obligations under the Merger
         Agreement in good faith for the purpose of carrying on its business and
         that, at the time it did so, there were reasonable grounds for
         believing that the transactions contemplated by the Merger Agreement
         would benefit the Company; and

(j)      that as a consequence of the Merger Agreement, the Company will receive
         money or monies worth at least equal to the value of the Shares being
         issued and none of such Shares will be issued for less than the par
         value thereof.

Opinion

Based upon and subject to the foregoing and subject to the reservations set out
below and to any matters not disclosed to us, we are of the opinion that:-

(1)      When issued in connection with the Merger Agreement, the Shares will be
         duly and validly issued, fully paid, non-assessable shares of the
         Company.

(2)      The statements in the Registration Statement under the caption "Bermuda
         Income Tax Consequences" in so far as they purport to describe the
         provisions of the laws of Bermuda referred to therein, are accurate and
         correct in all material respects.

Reservations

We have the following reservations:-

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Nabors Industries Ltd.                 -3-                        17 April, 2002


(a)      Enforcement of the obligations of the Company may be limited or
         affected by applicable laws from time to time in effect relating to
         bankruptcy, insolvency or liquidation or any other laws or other legal
         procedures affecting generally the enforcement of creditors' rights.

(b)      Enforcement of the obligations of the Company may be the subject of a
         statutory limitation of the time within which such proceedings may be
         brought.

(c)      We express no opinion as to any law other than Bermuda law and none of
         the opinions expressed herein relates to compliance with or matters
         governed by the laws of any jurisdiction except Bermuda. This opinion
         is limited to Bermuda law as applied by the Courts of Bermuda at the
         date hereof.

(d)      Where an obligation is to be performed in a jurisdiction other than
         Bermuda, the courts of Bermuda may refuse to enforce it to the extent
         that such performance would be illegal under the laws of, or contrary
         to public policy of, such other jurisdiction.

(e)      Any reference in this opinion to shares being "non-assessable" shall
         mean in relation to fully-paid shares of the Company and subject to any
         contrary provision in any agreement in writing between the Company and
         the holder of shares, that no shareholder shall be obliged to
         contribute further amounts to the capital of the Company, either in
         order to complete payment for their shares, to satisfy claims of
         creditors of the Company, or otherwise; and no shareholder shall be
         bound by an alteration of the Memorandum of Association or Bye-laws of
         the Company after the date on which he became a shareholder, if and so
         far as the alteration requires him to take, or subscribe for additional
         shares, or in any way increase his liability to contribute to the share
         capital of, or otherwise to pay money to the Company.

Disclosure

This opinion is addressed to you solely for your benefit and is neither to be
transmitted to any other person, nor relied upon by any other person or for any
other purpose nor quoted or referred to in any public document nor filed with
any governmental agency or person, without our prior written consent. We consent
to the filing of this opinion as an exhibit to the Registration Statement.

This opinion speaks as of its date and is strictly limited to the matters stated
herein and we assume no obligation to review or update this opinion if
applicable law or the existing facts or circumstances should change.

Yours faithfully
/s/ APPLEBY SPURLING & KEMPE


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                                    SCHEDULE


1.       A copy of the Registration Statement on Form S-4, pursuant to which the
         Company will register up to 182,693,855 Common Shares of par value
         US$0.001 each in the share capital of the Company.

2.       Certified copies of the Certificate of Incorporation, Memorandum of
         Association and Bye-laws for the Company (collectively referred to as
         the "Constitutional Documents").

3.       Certified copy of the minutes of meetings of the Board of Directors of
         the Company held 28th December, 2001 and 25th February, 2002 and the
         minutes of the Special General Meeting of Shareholders of the Company
         held 25th February, 2002 (the "Resolutions").

4.       A certified copy of the "Foreign Exchange Letter", dated 11th December,
         2001 and a letter of permission dated 15th April, 2002, issued by the
         Bermuda Monetary Authority, Hamilton Bermuda in relation to the
         Company.

5.       A certified copy of the "Tax Assurance", dated 7th January, 2002 issued
         by the Registrar of Companies for the Minister of Finance in relation
         to the Company.

6.       A Certificate of Compliance, dated 16th April, 2002 issued by the
         Ministry of Finance in respect of the Company.

7.       A copy of the executed Agreement and Plan of Merger dated as of 2nd
         January, 2002, between the Company, Nabors Industries, Inc., Nabors US
         Holdings Inc. and Nabors Acquisition Corp. VIII (the "Merger
         Agreement").

8.       The entries and filings shown in respect of the Company on the file of
         the Company maintained in the Register of Companies at office of the
         Registrar of Companies in Hamilton, Bermuda, as revealed by a search on
         16th April 2002 (the "COMPANY SEARCH").

9.       The entries and filings shown in respect of the Company in the Supreme
         Court Causes Book maintained at the Registry of the Supreme Court in
         Hamilton, Bermuda, as revealed by a search on 16th April 2002 in
         respect of the Company (the "LITIGATION SEARCH").








