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Exhibit 5(a)
GARY M. SMITH
P.O. Box 5249
Louisville, Kentucky 40205
502.454.4850
September 19, 2000
William S. Daugherty
Daugherty Resources, Inc.
120 Prosperous Place, Suite 201
Lexington, KY 40509
Re: Opinion of Counsel
S-3 Registration Statement
Ladies and Gentlemen:
As attorney for Daugherty Resources, Inc., a British Columbia
corporation (the "Company"), I am familiar with its Registration Statement on
Form S-3 being filed with the Securities and Exchange Commission (the
"Registration Statement") under the Securities Act of 1933, relating to the sale
from time to time by the selling shareholders named therein of up to an
aggregate of 747,812 shares of the Company's Common Stock, no par value (the
"Common Stock").
In connection therewith, I have examined, among other things, the
Amended and Restated Memorandum and the By-laws of the Company, the corporate
proceedings taken to date with respect to the authorization, issuance and sale
of the Common Stock, and such other documents as I have deemed necessary for the
purpose of expressing the opinion contained herein.
Based upon the foregoing, I am of the opinion that:
1. The Company is a corporation duly incorporated and validly
existing under the laws of British Columbia; and
2. The shares of Common Stock covered by the Registration
Statement have been duly authorized by all necessary corporate
action, and such shares are validly issued, fully paid, and
non-assessable.
I hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and in the Prospectus included in the Registration
Statement. By giving such consent I do not admit that I am an expert with
respect to any part of the Registration Statement, including this exhibit,
within the meaning of the term "expert" as used in the Securities Act of 1933,
as amended, or the rules and regulations of the Securities and Exchange
Commission issued thereunder.
Sincerely,
/s/ Gary M. Smith
Gary M. Smith
Attorney at Law
