Form: S-3

Registration statement for specified transactions by certain issuers

April 17, 1997

OPINION REGISTRATION STATEMENT

Published on April 17, 1997





Exhibit 5.1



April 15, 1997



CYTOCLONAL PHARMACEUTICS INC.
9000 Harry Hines Blvd.
Suite 330
Dallas, Texas 75235

Re: Cytoclonal Pharmaceutics Inc. Registration Statement
on Form S-3

Dear Sirs:

We are counsel to Cytoclonal Pharmaceutics Inc., a Delaware
corporation (the "Company"), and our opinion has been requested concerning the
Company's registration statement on Form S-3 (the "Registration Statement")
filed with the Securities and Exchange Commission therein registering 150,000
shares of common stock, $.01 par value per share (the "Shares"), of the Company.

We have examined and are familiar with originals, or copies
certified or otherwise identified to our satisfaction, of such corporate records
of the Company, certificates of officers of the Company and of public officials
and such other documents as we have deemed appropriate as a basis for the
opinions expressed below.

Based upon the foregoing, we are of the opinion that the
Shares are legally issued, fully paid and non-assessable.

We hereby consent to the use of this opinion in the
Registration Statement and to the reference to our name under the heading "Legal
Opinions" in the Prospectus constituting a part of the Registration Statement.

Very truly yours,

/s/ Morrison Cohen Singer & Weinstein, LLP
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Morrison Cohen Singer & Weinstein, LLP