EXHIBIT 5.1

                    [MORGAN, LEWIS & BOCKIUS LLP LETTERHEAD]


July 26, 2001

Zimmer Holdings, Inc.
345 East Main Street
Warsaw, Indiana 46580

Ladies and Gentlemen:

We have acted as counsel to Zimmer Holdings, Inc., a Delaware corporation (the
"Registrant"), in connection with the preparation of a registration statement on
Form S-8 (the "Registration Statement") to be filed pursuant to the Securities
Act of 1933, as amended (the "Act"), for the registration of the original
issuance of 4,018,910 shares (the "Shares") of the Registrant's common stock,
par value $0.01 per share. The Shares covered by this Registration Statement may
be issued pursuant to the Zimmer Holdings, Inc. Savings and Investment Program
(the "Plan").

We have examined the Registration Statement and such corporate records, statutes
and other documents as we have deemed relevant in rendering this opinion. As to
matters of fact, we have relied on representations of officers of the
Registrant. In our examination, we have assumed the genuineness of documents
submitted to us as originals and the conformity with originals of documents
submitted to us as copies thereof.

Based on the foregoing, it is our opinion that the Shares originally issued by
the Registrant to eligible participants through the Plan will be, when issued
and delivered as contemplated by the Plan, validly issued, fully paid and
nonassessable.

The opinion set forth above is limited to the laws of the State of Delaware.

We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving such consent, we do not thereby admit that we
come within the category of persons whose consent is required under Section 7 of
the Act or the rules or regulations of the Securities and Exchange Commission
thereunder.

Very truly yours,


/s/ Morgan, Lewis & Bockius LLP