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EXHIBIT 5.1
Ballard Spahr Andrews & Ingersoll, LLP
1225 17th Street, Suite 2300
Denver, CO 80202
(303) 292-2400
November 1, 2000
Greka Energy Corporation
630 Fifth Avenue, Suite 1501
New York, New York 10111
Re: Form S-3 Registration Statement relating to shares of no par value
Common Stock Offered for Sale by the Company
Ladies and Gentlemen:
We have acted as counsel for Greka Energy Corporation , a Colorado
corporation (the "Company"), in connection with the preparation of the Form S-3
Registration Statement to be filed by the Company with the Securities and
Exchange Commission to register 438,236 shares of the Company's no par value
common stock (the "Common Stock") that will be offered by the Company upon the
conversion by holders of outstanding convertible debentures (the "Debentures"),
227,750 shares of the common stock that will be offered by the Company upon the
exercise of outstanding warrants (the "Warrants") and 21,861 shares being
offered for resale by certain selling shareholders of the Company. In connection
with our giving this opinion, we have examined the Company's Articles of
Incorporation, resolutions of the Board of Directors of the Company and we have
examined and relied upon such other records, documents, certificates and other
instruments and have made such other investigation as we deemed appropriate as
in our judgment are necessary or appropriate to form the basis for the opinions
hereinafter set forth.
Based upon the foregoing, we are of the opinion that (i) the shares of
Common Stock to be issued by the Company upon the conversion of the Debentures
and exercise of the Warrants in accordance with their terms, will be legally
issued, fully paid and nonassessable and (ii) the shares of Common Stock to be
resold by the selling shareholders have been legally issued and are fully paid
and nonassessable.
We express no opinion concerning the laws of any jurisdiction other
than the federal law of the United States of America and the State of Colorado.
We consent to the filing of this opinion as an exhibit to the Registration
Statement and to the reference to this firm under the caption "Legal Matters" in
the Registration Statement and the Prospectus forming a part thereof.
Very truly yours
/s/ Ballard Spahr Andrews & Ingersoll, LLP
