Exhibit 5





                                          February 24, 1998

NovaCare Employee Services, Inc.
2621 Van Buren Avenue
Norristown, PA  19403

Ladies and Gentlemen:

      I am General  Counsel of  NovaCare  Employee  Services,  Inc.,  a Delaware
corporation  (the  "Company"),  and I have acted as counsel  for the  Company in
connection  with  the  registration  statement  on Form S-8  being  filed by the
Company under the Securities Act of 1933, as amended,  with respect to 1,625,000
shares of Common Stock (the "Common  Stock"),  par value $0.01 per share, of the
Company to be issued pursuant to the NovaCare Employee Services, Inc. 1997 Stock
Option Plan (the "Plan").

      I have reviewed the Company's Restated  Certificate of Incorporation,  its
By-Laws  and such other  corporate  records of the  Company  and  documents  and
certificates  of public  officials  and others as I have deemed  necessary  as a
basis for the opinion hereinafter expressed.

      Based on the foregoing and having regard for such legal  considerations as
I deem  relevant,  I am of the  opinion  that the shares of Common  Stock,  when
issued and  delivered in accordance  with the terms of the options  issued under
the Plan, will be duly authorized, validly issued, fully paid and nonassessable.

      I hereby  consent  to the  filing of this  opinion  as an  exhibit  to the
aforesaid registration statement.


                                          Sincerely,



                                   By /s/ Marie L. Martino
                                      ---------------------------------
                                          Marie L. Martino
                                          Senior Vice President,
                                          General Counsel and Secretary



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