JAMES N. BARBER
Attorney at Law
Suite 100, Bank One Tower
50 West Broadway
Salt Lake City, UT 84101
Telephone: (801) 364-6500 Fax: (801) 364-3406
or (801)532-3535 E-Mail:
[email protected]
July 31, 2000
Securities and Exchange Commission
Division of Corporation Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Paradise Resorts and Rentals, Inc.
Dear Sir or Madam:
I have acted as counsel for Paradise Resorts and Rentals, Inc., a
Delaware corporation (the "Company") in connection with its registration
statement on Form SB-2 relating to the registration of up to 2,000,000 shares
of its common stock ("Shares"), no par value per share, at a maximum offering
price of $.05 per share. In my representation I have examined such
documents, corporate records, and other instruments as I have deemed
necessary
or appropriate for purposes of this opinion, including, but not limited to,
the Articles of Incorporation and By-laws of the Company.
Based upon my examination of relevant documents, it is my opinion that
the Company is duly organized and validly existing as a corporation under the
laws of the State of Delaware and that the Shares, when sold and issued, will
be validly authorized and issued, fully paid, and non-assessable.
I hereby consent to the use of this opinion as an exhibit to the
Registration Statement.
Sincerely,
James N. Barber
