Exhibit 5
Law Offices

JOEL BERNSTEIN, ESQ., P.A.

11900 Biscayne Blvd., Suite 604                   Telephone:  305.892.1122
Miami, Florida 33181                              Facsimile:  305.892.0822



January 11, 2001


John Taggart, President
Hand Brand Distribution, Inc.
9845 N.E. 2nd Avenue
Miami Shores, FL 33138

Gentlemen:

I have acted as special counsel to Hand Brand Distribution, Inc., a Florida
corporation (the "Corporation"), in connection with the offering of 250,000
shares of Common Stock to be issued pursuant to engagement agreement.  The
offering of the shares is to be made pursuant to Registration Statement on
Form S-8 to be filed with the Securities and Exchange Commission  (the
"Registration Statement").

I have acted as special counsel to the Corporation in connection with the
shares.

Please be advised that I am of the opinion that the Corporation's Common Stock
to be offered pursuant to the Registration Statement has been duly authorized
by the Corporation.  The Common Stock to be issued in accordance with the
terms the engagement agreement will be validly issued by the Corporation and
fully paid and non-assessable.

We consent to the use of our name in the Registration Statement in the section
of the Prospectus entitled "Legal Matters" and the filing of this letter as an
exhibit to the Registration Statement.

                                             Yours very truly,


                                             s/ Joel Bernstein, Esq., P.A.
JB:jm                                           Joel Bernstein, Esq., P.A.