EXHIBIT 5
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September 26, 2000
Attorneys.com, Inc.
186 Attorneys.com Court
Lake Helen, FL 32744
RE: ATTORNEYS.COM, INC. / FORM S-8
Dear Sirs:
You have advised us that Attorneys.com, Inc. (the "Company") is filing with
the Securities and Exchange Commission a Registration Statement on Form S-8 (the
"Registration Statement") with respect to 1,000,000 shares of common stock, no
par value per share.
In connection with the filing of this Registration Statement, you have
requested us to furnish you with our opinion as to the legality of (i) such of
the Company's shares as are presently outstanding; and (ii) such securities as
shall be offered by the Company itself pursuant to the Prospectus which is part
of the Registration Statement.
You have advised us that as of September 26, 2000 the Company's authorized
capital consists of 15,000,000 shares of common stock, no par value, of which
5,049,801 shares have been issued and are outstanding. You have further advised
us that the Company has received valid consideration for the issuance of these
shares.
After having examined the Company's articles of incorporation, as amended,
bylaws, minutes, the 1996 Stock Plan and the Amendments to the 1996 Stock Plan
of the Company and financial statements incorporated by reference into the
Registration Statement, we are of the opinion that the issued and outstanding
shares of common stock (numbering 5,049,801) are, and the unissued securities to
be offered by the Company itself pursuant to the Registration Statement will be,
when offered and sold fully paid and nonassessable, duly authorized and validly
issued.
Very truly yours,
/s/ Michael Harris, P.A
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MICHAEL HARRIS, P.A.
E-3