OPINION OF BINGHAM, DANA & GOULD RE LEGALITY

Published on November 7, 1995



EXHIBIT 5

BINGHAM, DANA & GOULD
150 Federal Street
Boston, Massachusetts 02110

November 3, 1995

Chemex Pharmaceuticals, Inc.
660 White Plains Road, Suite 400
Tarrytown, New York 10591

Re: Registration Statement on Form S-4
Under the Securities Act of 1933, as Amended

Ladies and Gentlemen:

We have acted as counsel to Chemex Pharmaceuticals, Inc., a Delaware
corporation (the "Company"), in connection with the registration under the
Securities Act of 1933, as amended (the "Act"), of 13,750,000 shares of the
Company's Common Stock, $0.04 par value per share (the "Shares"), pursuant to a
Registration Statement on Form S-4 (as amended from time to time, the
"Registration Statement"), initially filed by the Company with the Securities
and Exchange Commission on November 3, 1995. The Shares are to be issued to
holders of outstanding shares of the common stock, par value $.01 per share, of
ACCESS Pharmaceuticals, Inc., a Texas corporation ("ACCESS"), pursuant to the
terms of a certain Agreement of Merger and Plan of Reorganization, dated as of
October 3, 1995, as amended and restated October 31, 1995, by and between the
Company and ACCESS (the "Merger Agreement").

We have reviewed the corporate proceedings taken by the Company with
respect to the authorization of the issuance of the Shares. We have also
examined and relied upon originals or copies, certified or otherwise
authenticated to our satisfaction, of such corporate records, documents,
agreements (including the Merger Agreement) and other instruments, and
certificates of officers of the Company as to certain factual matters, and have
made such investigation of law, and have discussed with officers and
representatives of the Company such questions of fact, as we have deemed
necessary or appropriate to enable us to express the opinions rendered hereby.

We have assumed the genuineness of all signatures, the conformity to the
originals of all documents reviewed by us as copies, the authenticity and
completeness of all original documents reviewed by us in original or copy form,
and the legal competence of each individual executing a document.

We have also assumed that the registration requirements of the Act and all
applicable requirements of state laws regulating the sale of securities will
have been duly satisfied.

This opinion is limited solely to the General Corporation Law of the State
of Delaware as applied by courts located in Delaware.

Based upon the foregoing, we are of the opinion that the Shares, when
delivered in accordance with the provisions of the Merger Agreement, 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 and to the reference to this firm under the heading
"Legal Matters" in the Proxy Statement/Prospectus included in the Registration
Statement.

Very truly yours,

/s/ Bingham, Dana & Gould
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BINGHAM, DANA & GOULD