[GRAPHIC OMITTED]
July 12, 2000
wwbroadcast.net
885 West Georgia Street, Suite 885
Vancouver, BC V6C 3E8
RE: wwbroadcast.net
Ladies and Gentlemen:
We have acted as special counsel in the state of Wyoming to
wwbroadcast.net, a Wyoming corporation (the "Company") formerly known as
Predator Ventures Ltd. in connection with the Registration Statement on Form S-4
(No. 333-78007), as amended (the "Form S-4"), filed with the Securities and
Exchange Commission (the "SEC") on or about July 12, 2000 under the Securities
Act of 1933, as amended (the "Securities Act"), relating to the Company's common
stock as discussed therein. On July 14, 1999, the Company continued into
Wyoming from British Columbia (the "Continuation") through the filing of
Articles of Continuance with the Wyoming Secretary of State pursuant to Wyoming
Statute 17-16-1710. Wyoming Statute 17-16-1710 of the Wyoming Business
Corporation Act (the "Act") provides that any corporation incorporated for any
purposes, other than an insurance company or a financial institution, under the
laws of any jurisdiction other than Wyoming, may if the foreign jurisdiction
will acknowledge the corporation's termination of domicile in the foreign
jurisdiction, apply to the Wyoming Secretary of State to continue the foreign
corporation in Wyoming as if it had been incorporated in the state of Wyoming.
A copy of the Certificate of Continuance issued by the Wyoming Secretary of
State on July 14, 1999, is attached hereto as Attachment A. A copy of a
Certificate of Existence issued by the Wyoming Secretary of State on November
17, 1999, is attached hereto as Attachment B.
<PAGE>
As special counsel to the Company, in connection with this opinion, we have
examined and relied upon such records, documents, certificates and other
instruments as in our judgment are necessary or appropriate to form the basis
for the opinion set forth herein. In our examinations, we have assumed the
genuineness of all signatures, the legal capacity of natural persons signing or
delivering any instrument, the authenticity of all documents submitted to us as
originals, the conformity to original documents of all documents submitted to us
as certified or photostatic copies and the authenticity of the originals of such
latter documents.
With respect to the Continuation of the Company into Wyoming, we are of the
opinion that upon the Company's continuance into Wyoming, pursuant to Wyoming
Statute 17-16-1710(g), each share of stock of the Company issued before the
Company's Continuance into Wyoming is deemed to have been issued in compliance
with the Act and the provisions of the Articles of Continuance, irrespective of
whether the share is fully paid and nonassessable, and irrespective of any
designation, rights, privileges, restrictions or conditions set out on or
referred to in the certificate representing the share, and irrespective of
whether the certificate is in registered or bearer form.
The opinion set forth above is subject to the following qualifications,
ex-ceptions and limitations:
A. We are qualified to practice law only in the State of Wyoming and we do
not purport to be conversant with the laws of jurisdictions other than Wyoming.
Accordingly, we express no opinion herein as to laws other than the laws of the
State of Wyoming and the federal laws of the United States applicable therein.
B. The opinion set forth herein is rendered in reliance upon the Certificate
of Continuance issued by the Wyoming Secretary of State on November 10, 1998.
C. The opinion set forth herein is limited to that expressly stated and no
other opinion or opinions should be implied.
D. The opinion set forth herein is as of the date hereof and we assume no
obligation to update or supplement such opinion to reflect any facts or
circumstances that may hereafter come to our attention or any change in the law
that may hereafter occur.
<PAGE>
We hereby consent to the filing of this opinion as an exhibit to the Form
S-4 and to the reference to this firm appearing under the heading "Legal
Matters" in the related Prospectus. In giving such consent, we do not thereby
admit that we are in the category of persons whose consent is required under
Section 7 of the Securities Act or the General Rules and Regulations of the SEC
thereunder.
Respectfully submitted,
HATHAWAY, SPEIGHT & KUNZ, LLC
By: /s/ Rick A. Thompson
Rick A. Thompson
Attachments A, B
RT/ccg
<PAGE>
STATE OF WYOMING
OFFICE OF THE
SECRETARY OF STATE
United States of America )
) ss.
State of Wyoming )
I, JOSEPH B. MEYER, Secretary of State of the State of Wyoming, do hereby
certify that
PREDATOR VENTURES LTD.
a corporation originally organized under the laws of British Columbia, Canada,
did on July 14, 1999, apply for a Certificate of Registration and filed Articles
of Continuance in the office of the Secretary of State of Wyoming.
I FURTHER CERTIFY that PREDATOR VENTURES LTD. has renounced its original country
of incorporation, and is now incorporated under the laws of the state of Wyoming
in accordance with W.S. 17-19-1710.
[SEAL]
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the Great Seal of
the State of Wyoming. Done at Cheyenne, the Capital, this 14th day of July
A.D., 1999.
/s/ Joseph B. Meyer
Secretary of State
By: /s/ signed
<PAGE>
STATE OF WYOMING
Secretary of State
I hereby certify that this is a true and complete copy of the document as filed
in this office.
/s/ Joseph B. Meyer
Secretary of State
By: /s/ signed
Date: November 17, 1999
