Exhibit 5.1

                   [Letterhead of Law Offices of Oscar Folger]

                                                                 August 20, 2004

Innodata Isogen, Inc.
Three University Plaza
Hackensack, New Jersey

                  Re:      Registration Statement on Form S-8
                           Relating to 1,850,000 Shares of Common Stock

Gentlemen:

      You have requested our opinion in connection with the above-referenced
registration statement (the "Registration Statement") relating to up to 900,000
shares of Common Stock, and 950,000 shares of Common Stock, par value $.01 per
share, of Innodata Isogen, Inc. (the "Company"), that may from time to time be
issued by the Company pursuant to the Company's 2001 Stock Option Plan and 2002
Stock Option Plan, respectively, referenced in the Registration Statement
(collectively, the "Plans"). Such shares are referred to as the "Plan Shares."

      We have reviewed copies of the Certificate of Incorporation of the Company
(including amendments thereto), the By-laws of the Company, the Registration
Statement and exhibits thereto and have examined such corporate documents and
records and other certificates, and have made such investigations of law, as we
have deemed necessary in order to render the opinion hereinafter set forth. As
to certain questions of fact material to our opinion, we have relied upon the
certificate of an officer of the Company and upon certificates of public
officials.

      In rendering the opinion set forth below, we have assumed that (i) any
awards hereafter granted under the Plan will be approved in the manner
contemplated by the Plan and (ii) in respect of each Plan Share issued, the
Company will receive consideration (cash, property or services) at least equal
to the par value of such share.

      Based upon and subject to the foregoing, we are of the opinion that the
Plan Shares, when issued in accordance with the terms of the Plan and any
applicable agreement governing the issuance of such shares, will be duly
authorized, validly issued, fully paid and non-assessable.

      We hereby consent to the reference to us under the caption "Interests of
Named Experts and Counsel" in the Registration Statement and to the use of this
opinion as an exhibit to the Registration Statement. In giving this consent, we
do not hereby admit that we come within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933, as amended, or the rules
and regulations of the Securities and Exchange Commission thereunder.

                                                     Very truly yours,

                                                     /s/ Oscar Folger

                                                     Oscar Folger