EXHIBIT 5.1

                         OPINION OF LATHAM & WATKINS LLP

                              Latham & Watkins LLP
                        505 Montgomery Street, Suite 1900
                      San Francisco, California 94111-2562

September 24, 2004

Tegal Corporation
2201 South McDowell Boulevard
Petaluma, CA 94955

      Re:   Tegal Corporation
            5,100,000 shares of Common Stock, par value $0.01 per share

Ladies and Gentlemen:

      In connection with the registration by Tegal Corporation, a Delaware
corporation (the "Company"), of 5,100,000 shares (the "Shares") of common stock,
par value $0.01 per share, of the Company under the Securities Act of 1933, as
amended, on Form S-8 filed with the Securities and Exchange Commission on
September 24, 2004 (the "Registration Statement"), to be issued under the Sixth
Amended and Restated 1998 Equity Participation Plan of Tegal Corporation (the
"1998 Plan"), the Fourth Amended and Restated Option Plan for Outside Directors
(the "Director Plan") and the Second Amended and Restated Employee Qualified
Stock Purchase Plan (the "Purchase Plan," and together with the 1998 Plan and
the Director Plan, the "Plans"), you have requested our opinion set forth below.

      In our capacity as your special counsel in connection with such
registration, we are familiar with the proceedings taken and proposed to be
taken by the Company in connection with the authorization, issuance and sale of
the Shares. For the purposes of this opinion, we have assumed such proceedings
will be timely completed in the manner presently proposed. In addition, we have
examined such matters of fact and questions of law as we have considered
appropriate for purposes of this letter.

      We are opining herein as to the effect on the subject transaction only of
the General Corporation Law of the State of Delaware, and we express no opinion
with respect to the applicability thereto, or the effect thereon, of any other
laws.

      Subject to the foregoing, it is our opinion that as of the date hereof the
Shares have been duly authorized by all necessary corporate action of the
Company, and, upon issuance, delivery and payment therefor in the manner
contemplated by the Plans, will be validly issued, fully paid and nonassessable.

      We consent to your filing this opinion as an exhibit to the Registration
Statement.

                                        Very truly yours,


                                        /s/ Latham & Watkins LLP