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MAIN     PHONE (410) 580-3000                                        EXHIBIT 5.1
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                                                     February 15, 2002


Sylvan Learning Systems, Inc.
1001 Fleet Street
Baltimore, Maryland  21202

         Re:      Registration Statement on Form S-3

Ladies and Gentlemen:

     We have acted as counsel to Sylvan Learning Systems, Inc., a Maryland
corporation (the "Company"), in connection with the Company's Registration
Statement on Form S-3 (the "Registration Statement") filed on the date hereof
with the Securities and Exchange Commission (the "Commission") under the
Securities Act of 1933, as amended (the "Act"). The Registration Statement
relates to 143,609 shares of the Company's common stock, par value $.01 per
share (the "Shares").

     In this capacity, we have examined the Company's Charter and By-Laws, the
proceedings of the Board of Directors of the Company relating to the issuance of
the Shares and such other documents, instruments and matters of law as we have
deemed necessary to the rendering of this opinion. In such examination, we have
assumed the genuineness of all signatures, the authenticity of all documents
submitted to us as originals, and the conformity with originals of all documents
submitted to us as copies.

     Based upon the foregoing, we are of the opinion and advise you that each of
the Shares described in the Registration Statement has been validly issued and
is fully paid and non-assessable.

     We consent to the filing of this opinion as an exhibit to the Registration
Statement. In giving our consent, we do not thereby admit that we are in the
category of persons whose consent is required under Section 7 of the Act or the
Rules and Regulations of the Commission thereunder.

                                          Very truly yours,

                                          /s/ Piper Marbury Rudnick & Wolfe LLP