EXHIBIT 5.1


                                     __________, 1996



Suburban Ostomy Supply Co., Inc.
75 October Hill Road
Holliston, MA  01746

Gentlemen:

     We have acted as counsel to Suburban Ostomy Supply Co., Inc., a
Massachusetts corporation (the "Company"), in connection with proceedings being
taken to register under the Securities Act of 1933, as amended, up to 4,312,500
shares of the Company's Common Stock, no par value per share (the "Common
Stock") pursuant to a Registration Statement on Form S-1 (File No. 333-____)
(the "Registration Statement") which includes 562,500 shares which may be
sold upon exercise of the underwriters' over-allotment option described in the
Registration Statement.

     As such counsel, we have examined (i) certain corporate records of the
Company, including its Restated Articles of Organization, as amended (the
"Restated Articles"), its Amended and Restated Bylaws, stock records and Minutes
of Meetings of its Stockholders and Board of Directors; (ii) a Certificate of
the Secretary of the Commonwealth of Massachusetts as to the legal existence of
the Company; and (iii) such other documents as we have deemed necessary as a
basis for the opinions hereinafter expressed. For purposes of rendering this
opinion, we have assumed that the Restated Articles of the Company in the form
filed as an Exhibit to the Registration Statement will be filed with the
Secretary of the Commonwealth of Massachusetts prior to the issuance and sale of
its Common Stock under the circumstances contemplated in the Registration
Statement.

     Based upon the foregoing, and having regard for such legal considerations
as we deem relevant, we are of the opinion that:

     1.   The Company is a corporation duly incorporated and validly existing
          under the laws of the Commonwealth of Massachusetts.

 
Suburban Ostomy Supply Co., Inc.
_______________, 1996
Page 2


     2.   The Company, as of the effective date of the Restated Articles, will
          be authorized to issue 40,000,000 shares of Common Stock and 1,000,000
          shares of Preferred Stock, par value $.01 per share.

     3.   When issued and sold under the circumstances contemplated in the
          Registration Statement, the 4,312,500 shares of Common Stock offered
          by the Company will be duly authorized, validly issued, fully paid and
          nonassessable.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the references to us under the caption "Legal
Matters" in the Prospectus forming a part of the Registration Statement.

                                  Very truly yours,


                                  HUTCHINS, WHEELER & DITTMAR,
                                  A Professional Corporation