Exhibit 5

                                                   September 10, 2001

PSEG Power LLC
80 Park Plaza
Newark, NJ 07101

RE:   PSEG Power LLC
      Registration Statement on Form S-4
      $500,000,000 6-7/8% Senior Notes due 2006
      $800,000,000 7-3/4% Senior Notes due 2011
      $500,000,000 8-5/8% Senior Notes due 2031

Ladies and Gentlemen:

      I  am  Associate  General  Counsel  of  Public  Service  Enterprise  Group
Incorporated  and in that  capacity  have acted as counsel for its  wholly-owned
subsidiaries,  PSEG Power LLC (the "Company"),  PSEG Fossil LLC ("Fossil"), PSEG
Nuclear LLC ("Nuclear") and PSEG Energy Resources and Trade LLC ("ER&T"), each a
Delaware limited  liability  company),  in connection with their preparation and
filing of a Registration  Statement on Form S-4, to be filed with the Securities
and Exchange  Commission (the "Commission") under the Securities Act of 1933, as
amended (the "Act"),  relating to an offer (the "Exchange Offer") to exchange up
to $500,000,000 aggregate principal amount of the Company's 6-7/8 % Senior Notes
due 2006,  $800,000,000  aggregate  principal  amount of the  Company's  7-3/4 %
Senior  Notes  due 2011  and  $500,000,000  aggregate  principal  amount  of the
Company's 8-5/8 % Senior Notes due 2031,  respectively,  (the "Exchange  Notes")
for a like principal  amount of its  outstanding  6-7/8 % Senior Notes due 2006,
7-3/4 % Senior Notes due 2011 and 8-5/8 % Senior  Notes due 2031,  respectively,
(the  "Original  Notes")  under an  indenture  dated as of April  16,  2001 (the
"Indenture") between and among the Company,  Fossil,  Nuclear, ER&T and The Bank
of New York as Trustee (the "Trustee").

      In connection with this opinion,  I, or members of my staff, have examined
such documents and records as I have deemed  necessary or appropriate as a basis
for the opinion set forth herein. In such examination,  I have assumed the legal
capacity  of  all  natural  persons,  the  genuineness  of all  signatures,  the
authenticity  of all documents  submitted to me as originals,  the conformity to
original documents of all documents  submitted to me as certified,  conformed or
photostatic  copies  and  the  authenticity  of the  originals  of  such  latter
documents.  In making such  examination  of  documents,  I have assumed that the
parties  thereto,  other than the  Company,  Fossil,  Nuclear and ER&T,  had the
power,  corporate or other, to enter into and perform all obligations thereunder
and have also assumed the due authorization by all requisite action


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corporate or other and execution and delivery by such parties of such  documents
and the validity and binding effect thereof on such parties.

      My  opinion  set forth  herein is  limited to the laws of the State of New
Jersey and federal laws of the United States.  I do not express any opinion with
respect to the law of any other  jurisdiction or the securities or blue sky laws
of any state.

      Based  upon  and   subject   to  the   foregoing   and  the   limitations,
qualifications, exceptions and assumptions set forth herein, I am of the opinion
that when (a) the Exchange  Notes have been duly executed and  authenticated  in
accordance  with the terms of the Indenture and delivered upon  consummation  of
the Exchange Offer against receipt of the Original Notes surrendered in exchange
therefore  in  accordance  with the  terms  of the  Exchange  Offer  and (b) the
Registration  Statement  shall  have  become  effective  under  the  Act and the
Indenture  shall have been qualified  under the Trust  Indenture Act of 1939, as
amended, the Exchange Notes will constitute valid and binding obligations of the
Company  entitled to the benefits of the Indenture and  enforceable  against the
Company in  accordance  with their terms,  except to the extent the  enforcement
thereof  may  be  limited  by  (i)   bankruptcy,   insolvency,   reorganization,
moratorium,  fraudulent  conveyance or other similar laws now or  hereinafter in
effect relating to creditors'  rights  generally and (ii) general  principles of
equity  (regardless of whether  enforcement is considered in a proceeding at law
or in equity).

      I hereby  consent  to the  filing  of this  opinion  as  Exhibit  5 to the
Registration  Statement. I also consent to the reference to me under the caption
"Legal Opinions" in the Registration Statement.

                                                       Very truly yours,

                                                       James T. Foran
                                                       Associate General Counsel

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