Exhibit 5
CARL P. RANNO
ATTORNEY AT LAW
2816 EAST WINDROSE DRIVE
PHOENIX, ARIZONA 85032
602.403.0369
FAX 602.493.5119
December 20, 2000
American Soil Technologies, Inc.
215 N. Marengo, Suite 110
Pasadena, California, 91101
RE: Registration Statement on Form SB-2 re 728,565
Shares of Common Stock (registration No.________)
Ladies and Gentlemen:
I have acted as counsel to American Soil Technologies, Inc, a Nevada
Corporation (the "Registrant"), in connection with the filing of a Registration
Statement on form SB-2 under the Securities Act of 1933 (the "Registration
Statement") to which this opinion is an exhibit with respect to the offer and
sale by certain beneficial owners of _________common shares of the Registrant's
stock.
I am familiar with the corporate action taken and proposed to be taken by
the Company in connection with the authorization, issuance and sale of the
Shares and have made such other legal and factual inquires I deem necessary for
purposes of rendering this opinion.
I have assumed the genuineness of all signatures, the authenticity of all
documents submitted to us as originals, the conformity to original documents of
all documents submitted to us as copies, the authenticity of the originals of
such copied documents, and, except with respect to the Company, that all
individuals executing and delivering such documents were duly authorized to do
so.
Based on the foregoing and in reliance thereon, I am of the opinion that
the Registered Securities, when sold as set forth in the Registration Statement,
will be legally issued, fully paid and nonassessable.
I consent to the use of my name in the Prospectus forming a part of the
Registration Statement and to the filing of this opinion as Exhibit 5 to the
Registration Statement and with other states that may require such filing in
connection with the registration of said Registered Securities for offer and
sale in said states.
Sincerely,
/s/ Carl P. Ranno
Carl P. Ranno,
Attorney at Law
