EXHIBIT 5.1
OWEN M. NACCARATO
Attorney at Law
19600 Fairchild, Suite 260
Irvine, CA 91612
Office: (818) 255-4996 Fax: (818) 255-4997
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November 28, 2000
Family Room Entertainment
Re: Opinion of Counsel - Registration Statement on Form S-8
Gentleman:
I have acted as counsel for Family Room Entertainment (the "Company"), in
connection with the preparation and filing of the Company's Registration
statement on Form S-8 under the Securities Act of 1933, as amended, (the
"Registration Statement"), relating to 1,500,000 shares of the Company's common
stock, $.01 par value, (the "common stock"), issuable pursuant to the Company's
Advisory and Consultants Agreements, (the"Plan").
I have examined the Certificate of Incorporation, as amended, and the
By-Laws of the company and all amendments thereto, the Registration Statement
and originals, or copies certified to my satisfaction, of such records and
meetings, written actions in lieu of meetings, or resolutions adopted at
meetings, of the directors of the Company, and such other documents and
instruments as in my judgement are necessary or appropriate to enable me to
render the opinions expressed below.
Based on the foregoing examination, I am of the opinion that the shares of
Common Stock issuable with the Plan are duly authorized and, when issued in
accordance with the Plan, will be validly issued, fully paid and nonassessable.
Further, I consent to the filing of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
/s/
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Owen Naccarato, Esq.
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