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DESCRIPTION: OPINION OF DOUGLAS E. STALLINGS
Exhibit 5.1
OPINION OF COUNSEL
August 29, 2000
United States Securities and
Exchange Commission
Washington, DC 20549
Re: Opinion of Counsel for Unitrend, Inc. Registration Statement
Dear Gentlemen and Mesdames:
I have acted as counsel to Unitrend, Inc., a Nevada corporation
(the "Company"), in connection with the Registration Statement on Form S-8 (the
"Registration Statement") which the Company intends to file with the Securities
and Exchange Commission under the Securities Act of 1933, as amended (the
"Securities Act"), relating to 12,500,000 shares of the Company's Common Stock,
no par value (the "Common Stock"), which may be distributed in accordance with
the Company's 1999 Equity Incentive Plan (the "Plan").
I have examined a copy of the Registration Statement (including
the exhibits thereto), the related Prospectus and the Plan. In addition, I have
examined, and have relied as to matters of fact upon, the originals or copies,
certified or otherwise identified to my satisfaction, of such corporate records,
agreements, documents and other instruments and such certificates or comparable
documents of public officials and of officers and representatives of the
Company, and have made such other and further investigations, as I have deemed
relevant and necessary as a basis for the opinion hereinafter set forth.
In such examination, I have assumed the genuineness of all
signatures, the legal capacity of natural persons, the authenticity of all
documents submitted to me as originals, the conformity to original documents of
all documents submitted to me as certified or photo static copies, and the
authenticity of the originals of such latter documents.
I hereby advise you that in my opinion the original issue shares
of Common Stock issuable pursuant to the Plan, when duly authorized and issued
as contemplated by the Registration Statement, the related Prospectus and the
Plan, will be validly issued, fully paid and non-assessable.
I am a member of the Bar of the State of Ohio and I do not express
any opinion herein concerning any law other than the law of the State of Nevada.
I hereby consent to the filing of this opinion letter as an
Exhibit to the Registration Statement.
Very truly yours,
/s/ Douglas E. Stallings
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DOUGLAS E. STALLINGS
