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CONRAD C. LYSIAK
Attorney and Counselor at Law
601 West First Avenue
Suite 503
Spokane, Washington 99204
(509) 624-1478
FAX (509) 747-1770
December 5, 2000
Reward Enterprises Inc.
12880 Railway Avenue
Unite 35
Richmond, British Columbia, Canada V7E 6G4
RE: Registration Statement on Form S-8
(S.E.C. File No. 333- _________)
covering the Public Offering of
Common Shares
Gentlemen:
I have acted as counsel for Reward Enterprises Inc. (the
"Company"), in connection with registration by the Company of an
aggregate of 7,000,000 Common Shares, par value $0.001 per share,
underlying Options to be issued to employees, directors, officers
and/or others of the Company (the "Options"), all as more fully set
forth in the Registration Statement on Form S-8 to be filed by the
Company.
In such capacity, I have examined, among other documents, the
Articles of Incorporation, as amended, Bylaws and minutes of meetings
of its Board of Directors, and the 2000 Stock Option Plan of the
Company.
Based upon the foregoing, and subject to such further
examinations as I have deemed relevant and necessary, I am of the
opinion that:
1. The Company is a corporation duly organized and validly
existing under the laws of the State of Nevada.
2. The Options and underlying Common Shares have been legally
and validly authorized under the Articles of Incorporation, as
amended, of the Company, and when issued and paid for upon exercise
of the Options, the Common Shares underlying the Options will
constitute duly and validly issued and outstanding, fully paid and
nonassessable, Common Shares of the Company.
Yours truly,
/s/ Conrad C. Lysiak
Conrad C. Lysiak
