Exhibit 5
January 11, 2000
SangStat Medical Corporation
6300 Dumbarton Circle
Fremont, California 94555
Re: SangStat Medical Corporation Registration Statement
for Offering of 1,550,000 Shares of Common Stock
Ladies and Gentlemen:
We refer to your registration on Form S-8 (the "Registration
Statement") under the Securities Act of 1933, as amended, of 1,300,000 shares
of Common Stock under the Company's 1993 Stock Option Plan and 250,000 shares
of stock under the Company's 1996 Non-Employee Directors Stock Option Plan.
We advise you that, in our opinion, when such shares have been issued and sold
under the applicable provisions of the Company's 1993 Stock Option Plan or the
1996 Non-Employee Directors Stock Option Plan, and in accordance with the
Registration Statement, such shares will be validly issued, fully paid and
nonassessable shares of the Company's Common Stock.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.
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Gunderson Dettmer Stough
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Villeneuve Franklin & Hachigian, LLP
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