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EXHIBIT 5.1
OPINION OF PEABODY & ARNOLD LLP
August 16, 2000
Storage Computer Corporation
11 Riverside Street
Nashua, New Hampshire 03062
Re: Registration Statement on Form S-8
Ladies and Gentlemen:
In connection with the registration of 2,000,000 shares of Common Stock,
par value $.001 per share (the "Common Shares") of Storage Computer Corporation
(the "Company") with the Securities and Exchange Commission on a Registration
Statement on Form S-8 (the "Registration Statement"), relating to the Company
1999 Stock Incentive Plan, as amended, we have examined such documents, records
and matters of law as we have considered relevant. Based upon such examination
and upon our familiarity as counsel for the Company with its general affairs, it
is our opinion that the Common Shares being registered, when issued and paid
for, will be legally issued, fully paid, and non-assessable.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name in the Registration Statement
and the prospectus forming a part of the Registration Statement.
Very truly yours,
/s/ Peabody & Arnold LLP
PEABODY & ARNOLD LLP