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Exhibit 5.1

[LETTERHEAD OF]
STOEL RIVES LLP

April 7, 2011

Huntsman International LLC
500 Huntsman Way
Salt Lake City, UT 84108

        Re:

Ladies and Gentlemen:

        Reference is made to the Registration Statement (the "Registration Statement") on Form S-4 (File No. 333-173106) filed by Huntsman International LLC, a Delaware limited liability company (the "Company"), with the Securities and Exchange Commission (the "Commission") in connection with the registration by the Company under the Securities Act of 1933, as amended (the "Securities Act"), of the offer and exchange by the Company (the "Exchange Offer") of up to $530,000,000 aggregate principal amount of the Company's 85/8% Senior Subordinated Notes due 2021 that have been registered under the Securities Act (collectively, the "New Notes"), which New Notes will be guaranteed by each of the guarantors named in Schedule I hereto (the "Note Guarantors") for a like principal amount of the Company's outstanding 85/8% Senior Subordinated Notes due 2021 (the "Old Notes"), which Old Notes have also been guaranteed by the Note Guarantors.

        In connection with the preparation of this opinion letter and as the basis for the opinions set forth below (the "Opinions"), we have made such investigations of the laws of the State of Utah, the laws of the State of Delaware and the laws of the State of New York as we have deemed relevant and necessary, and we have examined the following documents:

In addition, we have reviewed the documents executed by the Company and the Note Guarantors and the corporate or other entity actions of the Company and the Note Guarantors in connection with these matters and have examined such other records, certificates and other documents and questions of law we have deemed necessary as a basis for the Opinions.

        For purposes of this opinion letter, the following terms and phrases have the following meanings:


        Based upon the examination described above, subject to the assumptions, qualifications, limitations and exceptions set forth in this opinion letter and under current interpretations of the laws of the State of Utah, the laws of the State of Delaware and the laws of the State of New York, we are of the opinion that:


        The Opinions are predicated upon and are limited by the matters set forth in the Opinions and are further subject to the qualifications, exceptions, assumptions and limitations set forth below:


        We hereby consent to the use of this opinion letter as an exhibit to the Registration Statement and to the reference to our firm under the heading "Legal Matters" in the Registration Statement. In giving this consent, we do not thereby admit that we are included in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations promulgated thereunder.

    Respectfully submitted,

 

 

/s/ Stoel Rives LLP


Schedule I

Note Guarantors

Name of Guarantor
  Jurisdiction of
Incorporation/Organization
Airstar Corporation   Utah

Huntsman Advanced Materials Americas LLC

 

Delaware

Huntsman Advanced Materials LLC

 

Delaware

Huntsman Australia Inc. 

 

Utah

Huntsman Chemical Purchasing Corporation

 

Utah

Huntsman Enterprises, Inc. 

 

Utah

Huntsman Ethyleneamines LLC

 

Texas

Huntsman Fuels LLC

 

Texas

Huntsman International Financial LLC

 

Delaware

Huntsman International Fuels LLC

 

Texas

Huntsman International Trading Corporation

 

Delaware

Huntsman MA Investment Corporation

 

Utah

Huntsman MA Services Corporation

 

Utah

Huntsman Petrochemical LLC

 

Delaware

Huntsman Petrochemical Purchasing Corporation

 

Utah

Huntsman Procurement Corporation

 

Utah

Huntsman Propylene Oxide LLC

 

Texas

Huntsman Purchasing, Ltd. 

 

Utah

Polymer Materials Inc. 

 

Utah

Tioxide Americas LLC

 

Cayman Islands

Tioxide Group

 

U.K.



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[LETTERHEAD OF] STOEL RIVES LLP
Schedule I Note Guarantors