EXHIBIT 5.1




                             [Winston & Strawn Letterhead]





                                    July 10, 2002



Collegis, Inc.
2300 Maitland Center Parkway
Suite 340
Maitland, Florida 32751

                 RE:    REGISTRATION STATEMENT ON FORM S-1 (FILE NO. 333-89474)

Dear Sir or Madam:

      We refer to the Registration Statement on Form S-1, File No. 333-89474
(as amended the "REGISTRATION STATEMENT"), filed on May 31, 2002 by Collegis,
Inc. (the "COMPANY") with the Securities and Exchange Commission under the
Securities Act of 1933, as amended, (the "ACT"), relating to the registration
and sale of shares of Common Stock, $0.01 par value (the "SHARES"), of the
Company by the Company and certain selling stockholders.

      In connection with this opinion, we have examined and are familiar with
an original or copies, certified or otherwise identified to our satisfaction,
of (i) the Registration Statement; (ii) the Certificate of Incorporation of
the Company, as amended and as currently in effect; (iii) the By-laws of the
Company, as amended and as currently in effect; and (iv) resolutions of the
Board of Directors of the Company relating to, among other things, the filing
of the Registration Statement.  We have also examined and relied upon such
other certificates, documents and records as we have deemed necessary or
appropriate as a basis for the opinion set forth below.

      In our examination, we have assumed the legal capacity of all natural
persons, the genuineness of all signatures, the authenticity of all documents
and records submitted to us as certified or photostatic copies and the
authenticity of the originals of such latter documents.  As to any facts
material to this opinion which we did not independently establish or verify,
we have relied upon oral or written statements and representations of
officers and other representatives of the Company and others.

      Based on and subject to the foregoing, we are of the opinion that when
the Registration Statement has become effective under the Act and the Shares
are issued and sold as contemplated by the Registration Statement, the Shares
will be validly issued, fully paid and non-assessable.




Collegis, Inc.
July 10, 2002
Page 2


      The foregoing opinion is limited to the federal laws of the United
States and the General Corporation Law of the State of Delaware, and we are
expressing no opinion as to the effect of the laws of any other jurisdiction.

      We hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement and to the reference to us under the caption "Legal
Matters" in the Registration Statement.  In giving such consent, we do not
concede that we are experts within the meaning of the Act or the rules and
regulations thereunder or that this consent is required by Section 7 of the
Act. Very truly yours, Winston & Strawn


                                       Very truly yours,


                                       Winston & Strawn