Opinion of Reed Smith LLP

This opinion is furnished to you in connection with (i) the Registration Statement on Form S-3 (No. 333-114517) (the “Registration Statement”) of Inspire Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and (ii) the Company’s prospectus supplement in the form filed with the Securities and Exchange Commission on July 28, 2004 to the prospectus dated July 7, 2004 (the “Prospectus Supplement”) relating to the offering of 6,900,000 shares of the Company’s common stock, $.001 par value per share (the “Shares”). The Shares will be offered by Morgan Stanley & Co. Incorporated and the several underwriters named in that certain Underwriting Agreement (the “Underwriting Agreement”) dated July 26, 2004 between the Company and such underwriters.

We have examined the Registration Statement, including the exhibits thereto, the Prospectus Supplement and such other documents, corporate records and instruments, and have examined such laws and regulations, as we have deemed necessary for purposes of rendering the opinions set forth herein.

In our examination of such legal documents, we have assumed the genuineness of all signatures, the legal capacity of all signatories who are natural persons, the authenticity of all documents submitted to us as originals, the conformity to original documents of all documents submitted to us as copies and the authenticity of the originals of such latter documents. Insofar as this opinion relates to factual matters, we have assumed with your permission and without independent investigation that the statements of the Company contained in the Registration Statement and the Prospectus Supplement, and in the documents incorporated therein by reference, are true and correct as to all factual matters stated therein.

We are opining herein solely with respect to the federal laws of the United States and the Delaware General Corporation Law.

Based upon the foregoing, we are of the opinion that the Shares, when issued, delivered and sold in accordance with the Prospectus Supplement and the Underwriting Agreement, will be legally issued, fully paid and nonassessable.

Please note that we are opining only as to the matters expressly set forth herein, and no opinion should be inferred as to any other matters. The opinions set forth herein are based upon currently existing statutes, rules, regulations and judicial decisions, and we disclaim any obligation to advise you of any change in any of these sources of law or subsequent legal or factual developments that might affect any matters or opinions set forth herein.

We hereby consent to the filing of this opinion with the Commission as an exhibit to the Registration Statement in accordance with the requirements of Item 601(b)(5) of Regulation S-K under the Securities Act and to the use of this firm’s name therein and in the Prospectus Supplement under the caption “Legal Matters.” In giving such consent, we do not hereby admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act or the rules and regulations of the Securities and Exchange Commission.

Respectfully submitted,

/s/ Reed Smith LLP

REED SMITH LLP


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Inspire Pharmaceuticals, Inc.		Reed Smith LLP
July 30, 2004
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