[LETTERHEAD OF MORRISON & FOERSTER LLP]



                                December 4, 2001




Wire One Technologies, Inc.
225 Long Avenue
Hillside, New Jersey 07205

Ladies and Gentlemen:

                  At your request, we have examined the Registration Statement
on Form S-3 filed by Wire One Technologies, Inc., a Delaware corporation (the
"Company"), with the Securities and Exchange Commission (the "Commission") on
December 4, 2001 (Registration No. 333-_____) (the "Registration Statement"),
relating to the registration under the Securities Act of 1933, as amended (the
"Act"), of 320,973 shares of the Company's common stock, par value $.0001 per
share (the "Shares"), issued in connection with the Company's acquisition of
certain of the assets of Axxis, Inc. pursuant to that certain Asset Purchase
Agreement, dated as of November 26, 2001, by and among the Company, Axxis, Inc.
and the shareholders of Axxis, Inc. listed on the signature page thereto (the
"Asset Purchase Agreement").

                  This opinion is being delivered in accordance with the
requirements of Item 601(b)(5) of Regulation S-K under the Act. All capitalized
terms used herein and not otherwise defined shall have the respective meanings
assigned to them in the Registration Statement.

                  As counsel to the Company, we have examined the proceedings
taken by the Company in connection with the issuance and sale by the Company of
the Shares. In such examination, we have assumed the genuineness of all
signatures and the authenticity of all items submitted to us as originals and
the conformity with originals of all items submitted to us as copies. In making
our examination of documents executed by entities other than the Company, we
have assumed that each other entity has the power and authority (or, in the case
of individuals, the capacity) to execute and deliver, and to perform and observe
the provisions of such documents, and the due authorization by each such entity
of all requisite action and the due execution and delivery of such documents by
each such entity. In addition, we have assumed that the current Board of
Directors has been validly elected. We have also assumed that the Company has
been duly organized and is validly existing and in good standing under the laws
of the State of Delaware.




                     [LETTERHEAD OF MORRISON & FOERSTER LLP]

Wire One Technologies, Inc.
December 4, 2001
Page Two



                  In connection with this opinion, we have examined originals or
copies of the Asset Purchase Agreement and of the certificate of incorporation
and the bylaws, each as amended to date, of the Company. In addition, we have
examined such records, documents, certificates of public officials and the
Company, made such inquiries of officials of the Company and considered such
questions of law as we have deemed necessary for the purpose of rendering the
opinions set forth herein.

                  Based upon and subject to the foregoing, we are of the opinion
that the Shares have been duly authorized for issuance by all necessary
corporate action on the part of the Company and are validly issued, fully paid
and non-assessable.

                  We express no opinion as to matters governed by any laws other
than the General Corporation Law of the State of Delaware as in effect on the
date hereof.

                  We hereby consent to the filing of this opinion with the
Commission in connection with the filing of the Registration Statement and any
amendments thereto. We also consent to the use of our name in the related
prospectus under the heading "Legal Matters". In giving this 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/ Morrison & Foerster LLP