[LETTERHEAD]


                                March 5, 1997


Organic Foods Products, Inc.
550 Monterey Road
Morgan Hill, California  95037

RE:  SEC Registration Statement on Form SB-2

Ladies and Gentlemen:

     We are counsel for Organic Food Products, Inc., a California corporation 
(the "Company"), in connection with its proposed public offering under the 
Securities Act of 1933, as amended, of up to 1,380,000 shares of the 
Company's Common Stock ("Common Stock") through a Registration Statement on 
Form SB-2 ("Registration Statement") as to which this opinion is a part, to 
be filed with the Securities and Exchange Commission (the "Commission").

     In connection with rendering our opinion as set forth below, we have 
reviewed and examined originals or copies identified to our satisfaction of 
the following:

     (1) Articles of Incorporation, and amendments thereto, of the Company as 
     filed with the Secretary of State of the State of California.

     (2) Corporate minutes containing the written deliberations and 
     resolutions of the Board of Directors and shareholders of the Company.

     (3) The Registration Statement and the Preliminary Prospectus contained 
     within the Registration Statement.

     (4) The other exhibits to the Registration Statement.

     We have examined such other documents and records, instruments and 
certificates of public officials, officers and representatives of the 
Company, and have made such other investigations as we have deemed necessary 
and appropriate under the circumstances.



Organic Food Products, Inc.
March 5, 1997
Page two


     Based upon the foregoing and in reliance thereon, it is our opinion that 
the 1,380,000 shares of Common Stock offered under the Registration Statement 
will, upon the purchase, receipt of full payment, issuance and delivery in 
accordance with the terms of the offering described in the Registration 
Statement, be duly and validly authorized, legally issued, fully paid and 
non-assessable.

     We hereby consent to the use of this opinion as an exhibit to the 
Registration Statement and to the use of our name under the caption "Legal 
Matters" in the Prospectus constituting a part thereof.


                                       Very truly yours,


                                       Gary A. Agron

GAA/jp



LAW OFFICE OF GARY A. AGRON