EXHIBIT 5

                              ATLAS PEARLMAN, P.A.
                     350 East Las Olas Boulevard, Suite 1700
                         Fort Lauderdale, Florida 33301


                                                                August 15, 2001

Disease Sciences, Inc.
20283 State Road 7
Suite 400
Boca Raton, Florida  33498

         Re:      Registration Statement on Form S-8; Disease Sciences, Inc.
                  (the "Company")

Gentlemen:

         This opinion is submitted pursuant to the applicable rules of the
Securities and Exchange Commission with respect to the registration for public
sale of up to 10,000,000 shares of common stock, $.001 par value ("Common
Stock") reserved for issuance upon the exercise of options granted or to be
granted by the Company under its 2000 Management and Director Equity Incentive
and Compensation Plan.

         In connection therewith, we have examined and relied upon original,
certified, conformed, photostat or other copies of (a) the Articles of
Incorporation, as amended, and Bylaws of the Company; (b) resolutions of the
Board of Directors of the Company authorizing the adoption of the 2000
Management and Director Equity Incentive and Compensation Plan; (c) the
Registration Statement and the exhibits thereto; and (d) such other matters of
law as we have deemed necessary for the expression of the opinion herein
contained. In all such examinations, we have assumed the genuineness of all
signatures on original documents, and the conformity to originals or certified
documents of all copies submitted to us as conformed, photostat or other copies.
In passing upon certain corporate records and documents of the Company, we have
necessarily assumed the correctness and completeness of the statements made or
included therein by the Company, and we express no opinion thereon. As to the
various questions of fact material to this opinion, we have relied, to the
extent we deemed reasonably appropriate, upon representations or certificates of
officers or directors of the Company and upon documents, records and instruments
furnished to us by the Company, without independently checking or verifying the
accuracy of such documents, records and instruments.

         Based upon and in reliance of the foregoing, we are of the opinion that
the shares of Common Stock, when issued in accordance with the terms of the
Company's 1996 Stock Option Plan and certain stock option agreements pursuant
thereto, will be validly issued, fully paid and non-assessable.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.


                                                        Sincerely,


                                                        /s/ Atlas Pearlman, P.A.
                                                        ------------------------
                                                        ATLAS PEARLMAN, P.A.