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                        [LETTERHEAD OF WILSON SONSINI
                              GOODRICH & ROSATI]




                               February 26, 1997
                                                                     EXHIBIT 5.1
SpectRx, Inc.
6025A Unity Drive
Norcross, GA 30071

         RE:     REGISTRATION STATEMENT ON FORM S-1

Ladies and Gentlemen:

         We have examined the Registration Statement on Form S-1 filed by you
with the Securities and Exchange Commission (the "Commission") on or about
February 26, 1997 (as such may be further amended or supplemented, the
"Registration Statement"), in connection with the registration under the
Securities Act of 1933, as amended (the"Act"), of up to 2,300,000 shares of
your Common Stock (the "Shares").  The Shares, which include up to 300,000
shares of Common Stock issuable pursuant to an over-allotment option granted to
the underwriters (the"Underwriters"), are to be sold to the Underwriters as
described in such Registration Statement for sale to the public.  All of the
shares being sold are being sold by the Company (including the 300,000 Shares
of Common Stock in the over-allotment option).  As your counsel in connection
with this transaction, we have examined the proceedings proposed to be taken by
you in connection with the issuance and sale of the Shares.

         Based on the foregoing, it is our opinion that, upon conclusion of the
proceedings being taken or contemplated by us, as your counsel, to be taken
prior to the issuance of the Shares and upon completion of the proceedings
taken in order to permit such transactions to be carried out in accordance with
the securities laws of various states where required, the Shares, when issued
and sold in the manner described in the Registration Statement, will be legally
and validly issued, fully paid and nonassessable.

         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 thereof, which has been approved by us, as such may be further amended
or supplemented, or incorporated by reference in any Registration Statement
relating to the prospectus file pursuant to Rule 462(b) of the Act.

                                        Very truly yours,

                                        /s/ WILSON SONSINI GOODRICH & ROSATI
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                                        WILSON SONSINI GOODRICH & ROSATI
                                        Professional Corporation