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EXHIBIT 5.1
[LETTERHEAD OF GEORGOPOULOS PAHLAVAN & PRINCE, LLP]
June 26, 2000
Fusion Medical Technologies, Inc.
34175 Ardenwood Blvd.
Fremont, CA 94005
Re: Registration Statement on Form S-3
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-3 filed with the
Securities and Exchange Commission on June 26, 2000 (the "Registration
Statement"), in connection with the registration under the Securities Act of
1933, as amended, of 1,100,000 shares (the "Shares") of Common Stock of Fusion
Medical Technologies, Inc. (the "Company"). The Shares are to be sold by the
Company and the selling stockholders as described in such Registration Statement
for the sale to the public. As your counsel in connection with this
transaction, we have examined the proceedings proposed to be taken in connection
with said sale and issuance of the Shares.
It is our opinion that, upon approval by the Company's Board of Directors,
the Shares when issued and sold in the manner referred to in the Registration
Statement will be legally and validly issued, fully paid and non-assessable.
We consent to the use of this opinion as an exhibit to the Registration
Statement, and further consent to the use of our name wherever appearing in the
Registration Statement, including the prospectus constituting a part hereof, and
any amendment thereto.
Very truly yours,
/s/ GEORGOPOULOS PAHLAVAN & PRINCE, LLP
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Georgopoulos Pahlavan & Prince, LLP
