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EXHIBIT 5.1
LEGAL OPINION
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RICHARDSON & ASSOCIATES
ATTORNEYS AT LAW
WILSHIRE PALISADES BUILDING
1299 OCEAN AVENUE
SUITE 900
SANTA MONICA, CALIFORNIA 90401
TELEPHONE (310) 393-9992
FACSIMILE (310) 393-2004
June 14, 2000
Creative Host Services, Inc.
6335 Ferris Square
Suites G & H
San Diego, California 92126
RE: CREATIVE HOST SERVICES, INC. - VALIDITY OF ISSUANCE OF SHARES
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Ladies and Gentlemen:
We have acted as special counsel to you in connection with the
registration on Form S-8 (File No. _________ under the Securities Act of
1933, as amended ("Registration Statement"), of a total of 280,000 shares of
the Common Stock of Creative Host Services, Inc., no par value, comprised of
280,000 shares (the "Plan Shares") issuable upon the exercise of 280,000
options (the "Plan Options") to purchase Common Stock at various exercise
prices established and to be determined, pursuant to the Creative Host
Services, Inc. 1997 Stock Option Plan for Directors and Employees of and Key
Consultants to Creative Host Services, Inc. and its Subsidiaries (the
"Plan"). You have requested our opinion in connection with the registration
of the Plan Shares covered by the Registration Statement. In connection with
our acting as counsel, we have examined the laws of the State of California
together with Plan attached as Exhibit 4.3 to the Registration Statement and
certain other documents and instruments prepared on behalf of Creative Host
Services, Inc. as we have deemed necessary and relevant in the preparation of
our opinion as hereinafter set forth.
In our examination, we have assumed the genuineness of all signatures
on original documents and the authenticity of all documents submitted to us
as originals, the conformity to original documents of all documents submitted
to us as certified, conformed or photostatic copies of originals, the
authenticity of such latter documents, and the proper execution, delivery and
filing of the documents referred to in this opinion.
Based upon the foregoing, we are of the opinion that the Plan shares to
be issued by Creative Host Services, Inc. pursuant to the exercise of the
Plan Options have been and will be duly created and have been and will be
validly issued shares of the Common Stock, no par value, of Creative Host
Services, Inc. Upon payment for the Shares and full compliance with all of
the terms and conditions of the Plan and relating to the issuance of the
Plan Shares, the Plan Shares will be fully paid and nonassessable.
For the purposes of this opinion, we are assuming the proper execution
of the Plan and the Plan Options, and that the appropriate certificates are
duly filed and recorded in every jurisdiction in which such filing and
recordation is required in accordance with the laws of such jurisdictions. We
express no opinion as to the laws of any state or jurisdiction other than
California.
We consent to the use of this opinion as an exhibit to the Registration
Statement, and we further consent to the use of our name in the Registration
Statement and the Prospectus which is a part of said Registration Statement.
Respectfully submitted,
Richardson & Associates
