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EXHIBIT 5.1
OPINION OF PEABODY & ARNOLD LLP
December 15, 2000
Storage Computer Corporation
11 Riverside Street
Nashua, New Hampshire 03062
Re: Registration Statement on Form S-3
Ladies and Gentlemen:
In connection with the registration of 14,790,601 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-3 (the "Registration Statement"), relating to the sales, if
any, of the Common Shares by the selling stockholder, 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
