Chapman & Flanagan, Ltd.
Attorneys at Law
October 23, 2000
Page -2-
CHAPMAN & FLANAGAN, LTD.
A Professional Legal Corporation
Daniel G. Chapman Herbert M. Jacobi*
Sean P. Flanagan Of Counsel
* Not licensed in Nevada
November 1, 2000
U.S. Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Carpet-on-the-Go, Inc.
Dear Sir or Madam:
We have acted as counsel to Carpet-on-the-Go, Inc., a Nevada
corporation ("Company "), in connection with its Registration Statement
on Form SB-2 relating to the registration of 12,500,000 shares of its
common stock ("Shares"), $0.001 par value per Share, at a maximum
offering price of $0.01 per Share.
In our representation we have examined such documents, corporate
records, and other instruments as we have deemed necessary or
appropriate for purposes of this opinion, including, but not limited
to, the Articles of Incorporation and Bylaws of the Company.
Based upon the foregoing, it is our opinion that the Company is
duly organized and validly existing as a corporation under the laws of
the State of Nevada, and that the Shares, when issued and sold, will
be validly issued, fully paid, and non-assessable.
We hereby consent to the use of this opinion as an exhibit to the
Registration Statement.
Sincerely,
/s/ Chapman & Flanagan, Ltd.
2080 East Flamingo Road, Suite 112 Las Vegas, Nevada 89119 (702)
650-5660 Facsimile (702) 650-5667
Toll Free Number: (877) SEC-FIRM E-Mail: [email protected]