EXHIBIT 5

                       OPINION OF THELEN REID & PRIEST LLP


                                       New York, New York
                                       December 28, 1999


American Electromedics Corp.
13 Columbia Drive, Suite 5
Amherst, New Hampshire 03031

              Re:  Registration Statement on Form S-8
                   ----------------------------------

Gentlemen:

     We have acted as counsel to American Electromedics Corp., a Delaware
corporation (the "Company"), in connection with the preparation of a
Registration Statement on Form S-8 (the "Registration Statement") with respect
to the registration under the Securities Act of 1933, as amended (the "Act") of
2,665,619 shares of the Company's Common Stock, $.10 par value per share (the
"Common Stock"), issuable upon the exercise of options (the "Options") granted
under certain Stock Option Agreements (the "Agreements").

     For purposes of this opinion, we have examined originals or copies,
certified or otherwise identified to our satisfaction, of (i) the Registration
Statement; (ii) the Certificate of Incorporation and By-Laws of the Company, as
in effect on the date hereof; (iii) the Agreements; (iv) the resolutions adopted
by the Board of Directors of the Company relating to the foregoing and (v) such
other documents, certificates or other records as we have deemed necessary or
appropriate.  With respect to any documents or other corporate records we have
examined, we have assumed the genuineness of all signatures on, and the
authenticity of, all documents submitted to us as originals, and the conformity
to the original documents submitted to us as certified or photostatic copies.

     Based upon the foregoing, and subject to the qualifications hereinafter
expressed, we are of the opinion that:

(1)  The Company is a corporation duly organized, validly existing and in good
     standing under the laws of the State of Delaware.

(2)  The shares of Common Stock included in the Registration Statement to be
     issued upon the exercise of the Options will be duly authorized, validly
     issued, fully paid and non-assessable when the Options shall have been
     properly exercised, and the exercise price shall have been paid for the
     Shares in accordance with the terms of the Agreements.

     We are members of the Bar of the State of New York and do not hold
ourselves out as experts concerning, or qualified to render opinions with
respect to, any laws other than the laws of the State of New York, the federal
laws of the United States and the General Corporation Law of the State of
Delaware.

     We hereby consent to the filing of this opinion with the Commission as
Exhibit 5 to the Registration Statement.  In giving the foregoing consent, we do
not thereby admit that we are in the category of persons whose consent is
required under Section 7 of the Act or the rules and regulations of the
Commission thereunder.


                                       Very truly yours,

                                       /s/ Thelen Reid & Priest LLP

                                       THELEN REID & PRIEST LLP