EX-5 4 primcos1ex5.txt ATTORNEY'S CONSENT AND OPINION Exhibit 5 Jody M. Walker Attorney at Law 7841 South Garfield Way Centennial, CO 80122 jmwalker85@earthlink.net Telephone: 303-850-7637 Facsimile: 303-482-2731 March 28, 2011 Primco Management Inc. Re: Opinion of Counsel - Registration Statement on Form S-1 Gentleman: I have acted as counsel to Primco Management Inc. in connection with the preparation and filing of a registration statement on Form S-1. The registration statement covers the registration under the Securities Act of 1933 of 4,000,000 common shares to be sold by Primco Management Inc. I have examined the registration statement, Primco Management Inc.'s articles of incorporation and bylaws, as amended, and minutes of meetings of its board of directors. Based upon the foregoing, and assuming that the common shares will be issued and that Primco Management Inc. will fully comply with all applicable securities laws involved under the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and the rules and regulations promulgated pursuant to said Acts, and in those states or foreign jurisdictions in which common shares may be sold, I am of the opinion that the common shares will, when sold, be validly issued, fully paid and nonassessable. This opinion opines upon Delaware law, including the Delaware General Corporation Law, all applicable provisions of the statutory provisions, and reported judicial decisions interpreting those laws. This opinion is based on my knowledge of the law and facts as of the date of filing of the registration statement. This opinion does not address or relate to any specific state securities laws. CONSENT I consent to the use of this opinion as an exhibit to the registration statement and to the reference to my firm in the prospectus that is made a part of the registration statement. Very truly yours, /s/ Jody M. Walker ----------------------- Jody M. Walker Attorney-At-Law