Exhibit 5.1

August 28, 2003

First Virtual Communications, Inc.
3200 Bridge Parkway, Suite 202
Redwood City, CA 94065

         You have requested our opinion with respect to certain matters in
connection with the filing by First Virtual Communications, Inc. (the "Company")
of a Registration Statement on Form S-8 (the "Registration Statement"), with the
Securities and Exchange Commission, covering the offering of up to an aggregate
of 300,000 shares of the Company's Common Stock (the "Shares") to be issued
pursuant to the Company's 1997 Employee Stock Purchase Plan, as amended (the
"Plan").

         In connection with this opinion, we have examined the Registration
Statement and related Prospectus, the Company's Certificate of Incorporation and
Bylaws, as amended, and such other documents, records, certificates, memoranda
and other instruments as we deem necessary as a basis for this opinion. We have
assumed the genuineness and authenticity of all documents submitted to us as
originals, the conformity to originals of all documents submitted to us as
copies thereof, and the due execution and delivery of all documents where due
execution and delivery are a prerequisite to the effectiveness thereof.

         On the basis of the foregoing, and in reliance thereon, we are of the
opinion that the Shares, when sold and issued in accordance with the Plan, the
Registration Statement and related Prospectus, will be validly issued, fully
paid, and nonassessable.

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

Very truly yours,

COOLEY GODWARD LLP

By:    /s/ Julie M. Robinson
   ----------------------------
       Julie M. Robinson