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                                                                    EXHIBIT 5.1
                        [COOLEY GODWARD LLP LETTERHEAD]

December 8, 1999


Egreetings Network, Inc.                               KENNETH L. GUERNSEY
149 New Montgomery St.                                 415 693-2091
San Francisco, CA 94105                                kguernsey@cooley.com

Ladies and Gentlemen:

You have requested our opinion with respect to certain matters in connection
with the filing by Egreetings Network, Inc. (the "Company") of a Registration
Statement on Form S-1 (the "Registration Statement") with the Securities and
Exchange Commission, including a related prospectus filed with the Registration
Statement (the "Prospectus"), covering an underwritten public offering of up to
6,900,000 shares of the Company's common stock, including 900,000 shares of
common stock that may be sold pursuant to the exercise of an over-allotment
option.

In connection with this opinion, we have examined and relied upon the
Registration Statement and related Prospectus, the Company's Certificate of
Incorporation and Bylaws, and the originals or copies certified to our
satisfaction of such records, documents, certificates, memoranda and other
instruments as in our judgment are necessary or appropriate to enable us to
render the opinion expressed below.

On the basis of the foregoing, and in reliance thereon, we are of the opinion
that the Shares to be sold by the Company, when sold and issued in accordance
with the Registration Statement and the related Prospectus will be validly
issued, fully paid and nonassessable.

We consent to the reference to our firm under the caption "Legal Matters" in the
Prospectus included in the Registration Statement and to the filing of this
opinion as an exhibit to the Registration Statement.

Very truly yours,

Cooley Godward LLP


By: /s/ Kenneth L. Guernsey
   -------------------------------
        Kenneth L. Guernsey



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