DURHAM JONES & PINEGAR, P.C.
111 East Broadway, Suite 900
Salt Lake City, Utah 84111
January 10, 2001
The Murdock Group Career Satisfaction Corporation
5295 South Commerce Drive, Suite 300
Salt Lake City, Utah 84107
Re: Registration Statement on Form S-8 of The Murdock Group Career
Satisfaction Corporation (the "Registration Statement")
Dear Sirs:
We have acted as counsel for The Murdock Group Career Satisfaction
Corporation, a Utah corporation (the "Company"), in connection with the
registration under the Securities Act of 1933, as amended (the "Act"), of an
aggregate of up to 700,000 shares of the Company's Common Stock, no par value
per share, which may be issued to consultants of the Company pursuant to the
terms of a written letter agreement (the "Compensation Agreement") with the
Company's outside law firm. The aggregate of 700,000 shares to be registered
under the Act are referred to herein as the "Shares."
In connection with the foregoing, we have examined originals or copies,
certified or otherwise authenticated to our satisfaction, of such corporate
records of the Company and other instruments and documents as we have deemed
necessary as a basis for the opinion hereinafter expressed.
Based upon the foregoing and in reliance thereon, it is our opinion that
the Shares described in the above-referenced Registration Statement, when issued
pursuant to the terms of the Registration Statement and Compensation Agreements,
as applicable, will be validly issued, fully paid and non-assessable.
We consent to the filing of this opinion as an exhibit to the Registration
Statement and to the reference to our firm in the Registration Statement and the
prospectus to be delivered thereunder. In giving this 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 and regulations of the Securities and
Exchange Commission promulgated thereunder.
Sincerely,
DURHAM JONES & PINEGAR P.C.
/s/ DURHAM JONES & PINEGAR, P.C.
