Exhibit 5






                            WILLKIE FARR & GALLAGHER
                               787 Seventh Avenue
                             New York, NY 10019-6099


December 3, 2002


Information Holdings Inc.
2777 Summer Street, Suite 209
Stamford, Connecticut 06905

Ladies and Gentlemen:

We have acted as counsel to Information Holdings Inc. (the "Company"), a
corporation organized under the laws of the State of Delaware, with respect to
the Company's Registration Statement on Form S-8 (the "Registration Statement")
to be filed by the Company with the Securities and Exchange Commission on or
about December 3, 2002, in connection with the registration under the Securities
Act of 1933, as amended (the "Act"), by the Company of an aggregate of 500,000
shares (the "Company Shares") of the Company's common stock, par value $0.01 per
share, issuable under the Information Holdings Inc. 1998 Stock Option Plan (the
"Plan").

We have examined copies of the Amended and Restated Certificate of Incorporation
and By-Laws of the Company, the Registration Statement and all resolutions
adopted by the Company's Board of Directors. We have also examined such other
documents, papers, statutes and authorities as we have deemed necessary to form
a basis for the opinion hereinafter expressed.

In our examination, we have assumed the genuineness of all signatures and the
conformity to original documents of all copies submitted to us. As to various
questions of fact material to our opinion, we have relied on statements and
certificates of officers and representatives of the Company.

Based on the foregoing, we are of the opinion that, when the Registration
Statement has become effective under the Act, the Company Shares to be newly
issued, when duly issued, sold and paid for in accordance with the terms of the
Plan, will be legally issued, fully paid and non-assessable.

We are qualified to practice law in the State of New York and do not purport to
be experts on, or to express any opinion herein, concerning any law, other than
the laws of the State of New York, the General Corporation Law of the State of
Delaware and the federal laws of the United States of America.

We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving such consent, we do not thereby admit that we
are in the category of persons whose consent is required under Section 7 of the
Act.

Very truly yours,

/s/ Willkie Farr & Gallagher