EXHIBIT 5.1

[Solomon Ward Seidenwurm & Smith LLP letterhead]

January 25, 2005

Island Pacific, Inc.
19800 MacArthur Boulevard, Suite 1200
Irvine, California 92616

Re:      Island Pacific, Inc. - Registration on Form S-3

Ladies and Gentlemen:

We have acted as counsel to Island Pacific, Inc., a Delaware corporation, (the
"Company"), in connection with registration by the Company of 42,075,977 shares
of the Company's common stock, par value $0.001 per share (the "Common Stock"),
consisting of 9,698,429 shares of common stock held by certain selling
stockholders identified in the Registration Statement (the "Shares") and
32,377,548 shares of common stock issuable upon exercise of options, exercise of
warrants, conversion of the Secured Convertible Term Note or conversion of the
9% Convertible Debenture, and issuable upon conversion of the Series A
Convertible Preferred Stock held by certain selling stockholders identified in
the Registration Statement (collectively, the "Underlying Shares").

This opinion is being furnished in accordance with the requirements of Item
601(b)(5) of the Regulation S-K under the Securities Act of 1933, as amended
(the "Act").

In connection with this opinion, we have relied as to matters of fact, without
investigation, upon certificates of public officials and others and upon
affidavits, certificates and written statements of directors, officers and
employees of, and the accountants for, the Company. We have also examined
originals or copies, certified or otherwise identified to our satisfaction, of
such instruments, documents and records as we have deemed relevant and necessary
to examine for the purpose of this opinion.

In connection with this opinion, we have assumed the legal capacity of all
natural persons, the accuracy and completeness of all documents and records that
we have reviewed, the genuineness of all signatures, the due authority of the
parties signing such documents, the authenticity of all documents submitted to
us as originals and the conformity to authentic original documents of all
documents submitted to us as certified, conformed or reproduced copies. In
making our examination of documents executed or to be executed by parties other
than the Company, we have assumed that such parties had or will have the power,
corporate or other, to enter into and perform all obligations thereunder and
have also assumed the due authorization by the requisite action, corporate or
other, and execution and delivery such parties of documents and the validity and
binding effect thereof.

Based upon and subject to the foregoing, it is our opinion that: (a) the Shares
are duly authorized, fully paid, legally issued, and non-assessable; (b) the
Underlying Shares when so issued upon (i) conversion of the Secured Convertible
Term Note or the 9% Convertible Debenture, (ii) conversion of the Series A
Convertible Preferred Stock or (iii) exercise of warrants or options and in
accordance with the respective terms of all of the foregoing instruments, will
be duly authorized, fully paid, legally issued, and non-assessable.

Our opinion expressed above is limited to the General Corporation Law of the
State of Delaware (as set forth in standard statutory compilations, including
statutory provisions, applicable provisions of the Delaware Constitution and
reported judicial decisions interpreting these laws), and we do not express any
opinion concerning any other laws. This opinion is given as of the date hereof
and we assume no obligation to advise you of changes that may hereafter be
brought to our attention.

We hereby consent to the filing of this opinion with the Commission as an
exhibit to the Registration Statement. We also consent to the reference to our
firm under the caption "Legal Matters" in the Registration Statement. In giving
this consent, we do not thereby admit that we are included in the category of
persons whose consent is required under Section 7 of the Act or the rules and
regulations of the Commission.

Very truly yours,

/s/ Harry J. Proctor
Solomon Ward Seidenwurm & Smith, LLP