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                                                                       EXHIBIT 5

              Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
                             One Financial Center
                          Boston, Massachusetts 02111

701 Pennsylvania Avenue, N.W.                            Telephone: 617/542-6000
Washington, D.C. 20004                                   Fax: 617/542-2241
Telephone: 202/434-7300
Fax: 202/434-7400

                                        May 14, 1999
    Organogenesis Inc.
    150 Dan Road
    Canton, Massachusetts  02021

    Ladies and Gentlemen:

         We have acted as counsel to Organogenesis Inc., a Delaware corporation
    (the "Company"), in connection with the preparation and filing with the
    Securities and Exchange Commission of a Registration Statement on Form S-3
    (the "Registration Statement"), pursuant to which the Company is registering
    under the Securities Act of 1933, as amended, a total of 2,096,333 shares
    (the "Shares") of its common stock, $.01 par value per share (the "Common
    Stock") and 400,000 common stock purchase warrants (the "Warrants"; and
    together with the Shares, the "Securities"), for resale to the public.  
    The Securities are to be sold by the selling stockholders identified in the
    Registration Statement. This opinion is being rendered in connection with
    the filing of the Registration Statement.

         In connection with this opinion, we have examined the Company's
    Certificate of Incorporation and By-Laws, both as currently in effect; such
    other records of the corporate proceedings of the Company and certificates
    of the Company's officers as we have deemed relevant; and the Registration
    Statement and the exhibits thereto.

         In our examination, we have assumed the genuineness of all signatures,
    the legal capacity of natural persons, the authenticity of all documents
    submitted to us as originals, the conformity to original documents of all
    documents submitted to us as certified or photostatic copies and the
    authenticity of the originals of such copies.

         Based upon the foregoing, we are of the opinion that (i) the Securities
    have been duly and validly authorized by the Company and (ii) the
    Securities, when sold, will have been duly and validly issued, fully paid
    and non-assessable, free of preemptive rights.

         Our opinion is limited to the federal securities laws of the United
    States, the laws of the Commonwealth of Massachusetts and the corporate laws
    of the State of Delaware, and we express no opinion with respect to the laws
    of any other jurisdiction.  No opinion is expressed herein with respect to
    the qualification of the Shares under the securities or blue sky laws of any
    state or any foreign jurisdiction.

         We understand that you wish to file this opinion as an exhibit to the
    Registration Statement, and we hereby consent thereto.  We hereby further
    consent to the reference to us under the caption "Legality of Common Stock
    and Warrants" in the prospectus included in the Registration Statement.
 
                                             Very truly yours,

                                             /s/ Mintz, Levin, Cohn, Ferris,
                                             Glovsky And Popeo, P.C

                                             MINTZ, LEVIN, COHN, FERRIS,
    cc: Board of Directors                   GLOVSKY and POPEO, P.C.