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Exhibit 5
BUSH ROSS GARDNER WARREN & RUDY, P.A.
ATTORNEYS AT LAW
MAHLON H. BARLOW, III 220 SOUTH FRANKLIN STREET KARI SWANSON LENNON
WILLIAM B. BOWLES JR. TAMPA, FLORIDA 33602 S. TODD MERRILL
JOHN R. BUSH STEVEN H. MEZER
EDWARD B. CARLSTEDT (813) 224-9255 JEREMY P. ROSS
MINDY L. CARREJA --------- JOHN F. RUDY, II
SAMUEL B. DOLCIMASCOLO EDWARD O. SAVITZ
PATRICIA LABARTA DOUGLAS TELECOPIER (813) 223-9620 MARIAN HYATT SBAR
STEPHEN B. FRENCH ALICIA J. SCHUMACHER
RICHARD K. FUEYO NEAL A. SIVYER
J. STEPHEN GARDNER H. BRADLEY STAGGS
JOHN N. GIORDANO RANDY K. STERNS
JEFFREY P. GREENBERG CYNTHIA L. TATE
RICHARD B. HADLOW GERALD C. THOMAS
R.J. HAUGHEY, II JEFFREY W. WARREN
PAUL L. HUEY PAUL D. WATSON
DAVID M. JEFFRIES DAVID B. WILLIAMS
BRENT A. JONES
August 21, 2000
Split Second Trading, Inc.
100 S. Ashley Drive, Suite 2050
Tampa, FL 33602
Dear Sirs:
We have acted as counsel to Split Second Trading, Inc., a Florida
corporation (the "Company"), in connection with its filing with the Securities
and Exchange Commission of a Registration Statement on Form SB-2 (Registration
No. 333-35610), (the "Registration Statement"), under the Securities Act of
1933, (the "Act"). The Registration Statement relates to the proposed sale by
the Company and a Company Shareholder, in a public offering (the "Offering"),
of 1,000,000 shares (the "Shares") of the Company Common Stock, par value $.001
per share ("Common Stock")
In connection with this opinion, we have examined the originals, or
copies certified or otherwise identified to our satisfaction, of the Company's
Certificate of Incorporation and By-Laws filed as Exhibits 3.1 and 3.3,
respectively, to the Registration Statement. In such examinations, we have
assumed the genuineness of signatures and the conformity to original documents
of the documents supplied to us as copies. As to the various questions of fact
material to this opinion, we have relied upon statements and certificates of
officers and representatives of the Company and of certain public officials. We
have further assumed that all documents examined by us in the form of drafts,
when executed by the requisite signatories thereto, will conform in substance
and form in all material respects to the drafts that we have examined.
Based upon the foregoing, and subject to the qualifications
hereinafter set forth, we are of the opinion that the Shares have been duly
authorized and, when issued, will be validly issued, fully paid and
nonassessable.
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Split Second Trading, Inc.
August 21, 2000
Page 2
We consent to the filing of this opinion as Exhibit 5 to the
Registration Statement and to the reference to this firm under the caption
"Legal Matters" in the Prospectus contained therein. This consent is not to be
construed as an admission that we are a person who consent is required to be
filed with the Registration Statement under the provisions of the Act.
Very truly yours,
BUSH ROSS GARDNER WARREN & RUDY, P.A.
By: /s/ David M. Jeffries
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David M. Jeffries
