<PAGE> 1
EXHIBIT 5
FAEGRE & BENSON LLP
2200 Wells Fargo Center
90 South Seventh Street
Minneapolis, Minnesota 55402
612-336-3000
July 27, 2000
Board of Directors
CIMA LABS INC.
10000 Valley View Road
Eden Prairie, Minnesota 55334
In connection with the Registration Statement on Form S-8 under the
Securities Act of 1933, as amended (the "Registration Statement"), relating to
the offering of up to 250,000 shares of Common Stock, par value $.01 per share
(the "Shares"), of CIMA LABS INC., a Delaware corporation (the "Company"),
pursuant to the Company's Equity Incentive Plan, as amended, we have examined
such corporate records and other documents, including the Registration
Statement, and have reviewed such matters of law as we have deemed relevant
hereto, and, based upon such examination and review, it is our opinion that all
necessary corporate action on the part of the Company has been taken to
authorize the issuance and sale of the Shares and that, when issued and sold as
contemplated in the Registration Statement, the Shares will be legally and
validly issued, fully paid and nonassessable.
We consent to the filing of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
FAEGRE & BENSON LLP
