EXHIBIT 5.1

                          [King & Spalding Letterhead]

                                  April 18, 2002

United Parcel Service, Inc.
55 Glenlake Parkway, NE
Atlanta, GA 30328

    Re:  Registration Statement on Form S-3

Ladies and Gentlemen:

         We have acted as counsel to United Parcel Service, Inc., a Delaware
corporation (the "Company"), in connection with the preparation of a shelf
registration statement on Form S-3 (the "Registration Statement") filed with the
Securities and Exchange Commission under the Securities Act of 1933, as amended,
for the sale of up to 30,000,000 shares of the Company's class B common
stock, par value $0.01 per share (the "Common Stock"), by certain selling
shareowners named in the Registration Statement ("Selling Shareowners").

         In so acting, we have reviewed such matters of law and examined such
documents, records, agreements and certificates as we have deemed necessary as a
basis for the opinions hereinafter expressed.

         This opinion is limited in all respects to the corporate laws of the
State of Delaware (which includes the Delaware General Corporation Law,
applicable provisions of the Delaware Constitution and reported judicial
decisions concerning those laws), and no opinion is expressed with respect to
the laws of any other jurisdiction or any effect which such laws may have on the
opinions expressed herein. This opinion is limited to the matters stated herein,
and no opinion is implied or may be inferred beyond the matters expressly stated
herein.

         Based upon the foregoing, and subject to all of the assumptions,
limitations and qualifications set forth herein, we are of the opinion that the
Common Stock proposed to be sold by each of the Selling Shareowners has been
duly authorized and, when the underwriting or similar agreement for the Common
Stock has been duly authorized, executed and delivered by the parties thereto,
and the Common Stock has been delivered to and paid for by the purchasers
thereof, will be validly issued, fully paid and nonassessable.




United Parcel Service, Inc.
April 18, 2002
Page 2


         This opinion is given as of the date hereof, and we assume no
obligation to advise you after the date hereof of facts or circumstances that
come to our attention or changes in law that occur, which could affect the
opinions contained herein.

         We hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement and to the reference to us under the caption "Validity of
Offered Securities" in the Prospectus that is included in the Registration
Statement.


                                       Very truly yours,


                                       /s/ King & Spalding
                                       ----------------------------------------