EXHIBIT (5)

                      [CUMMINGS & LOCKWOOD LETTERHEAD]



   
                             December 7, 1995
    



 Air Express International Corporation
 120 Tokeneke Road
 Darien, CT  06820

          Re:  979,887 Shares of Common Stock, par value $.01 per
               share, of Air Express International Corporation
               --------------------------------------------------

 Ladies and Gentlemen:

   
          We are counsel to Air Express International Corporation, a
 Delaware corporation (the "COMPANY"), and have represented the Company
 with respect to the Registration Statement on Form S-3 initially filed by
 the Company with the Securities and Exchange Commission (the "COMMISSION")
 on September 28, 1995 under the Securities Act of 1933, as amended (the
 "SECURITIES ACT"), and Amendment No. 1 thereto to be filed by the Company
 with the Commission on December 7, 1995 (as so amended, the "REGISTRATION
 STATEMENT") relating to the registration of 979,887 issued and outstanding
 shares of the Company's Common Stock, par value $.01 per share (the
 "SHARES"), to be offered for sale and sold by and for the account of
 existing shareholders of the Company.
    

     In rendering this opinion, we have relied upon (i) a copy of the
 Registration Statement; (ii) an executed copy of the Agreement and Plan of
 Merger dated May 3, 1995, among the Company, AEIC Acquisition Corporation,
 a Delaware corporation ("AEIC"), Radix Ventures, Inc., a Delaware
 corporation ("RADIX"), and the certain representative stockholders of
 Radix (the "MERGER AGREEMENT"), and a certified copy of the Certificate of
 Merger filed by the Delaware Secretary of State on June 8, 1995, merging
 AEIC with and into Radix (the "CERTIFICATE OF MERGER"), pursuant to which
 documents the Shares were originally issued by the Company; and (iii) a
 certificate from Chemical Mellon Shareholder Services, L.L.C., the stock
 transfer agent for the Company, certifying that certificates representing
 the Shares have been duly executed, countersigned and registered pursuant
 to the terms of the Merger Agreement.  We have also examined originals, or
 copies of originals certified to our satisfaction, of such agreements,
 documents, certificates and other statements of governmental officials and
 other instruments, and have examined such questions of law and have
 satisfied ourselves as to such matters of fact, as we have considered
 relevant and necessary as a basis for this opinion.  We have assumed the
 authenticity of all documents submitted to us as originals, the
 genuineness of all signatures, the legal capacity of all natural persons
 and the conformity with the original documents of any







 copies thereof submitted to us for our examination.  We have also assumed
 the valid authorization, execution and delivery of the Merger Agreement by
 each party other than the Company and the due organization, valid
 existence and good standing of each such party.

          Based upon and subject to the foregoing, we are of the opinion
 that the Shares being registered pursuant to the Registration Statement
 will, when sold, be legally issued, fully paid and non-assessable.

          We express no opinion as to the application of the securities or
 blue sky laws of the various states to the sale of the Shares.

          This opinion is limited to the laws of the State of Connecticut,
 the Delaware General Corporation Law and the laws of the United States of
 America to the extent applicable.

          We hereby consent to the filing of this opinion as an Exhibit to
 the Registration Statement and to all references to our firm that are
 included in or made a part of the Registration Statement.

                              Sincerely,

                              /s/ CUMMINGS & LOCKWOOD

                              CUMMINGS & LOCKWOOD





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