EX-5 2 enetex5.txt OPINION Exhibit 5 LAW OFFICE OF DAVID M. GRIFFITH, A PROFESSIONAL CORPORATION ONE WORLD TRADE CENTER, SUITE 800 LONG BEACH, CA 90831-0800 TELEPHONE: 562-983-8017 FACSIMILE: 562-983-8122 May 22, 2001 E-Net Financial Corporation 3200 Bristol Street, Suite 710 Costa Mesa, CA 92626 RE: E-Net Financial.Com Corporation - Registration Statement and Reoffer Prospectus on Form S-8 Ladies & Gentlemen: This office represents E-Net Financial.Com Corporation, a Nevada corporation (the "Registrant") in connection with the Registrant's Registration Statement on Form S-8 under the Securities Act of 1933 (the "Registration Statement"), which relates to the resale of up to 2,000,000shares by Kevin Gadawski, Securities Compliance Control, David Villarreal, Brian Lebrect, Jonathon Small Investors Advocate, Jean Oliver, Rick Jarnat,David Griffith and other unnamed future shareholders (collectively, the "Selling Shareholders") in accordance with various legal services, employment, and consulting agreements between the Registrant and the Selling Shareholders (the "Registered Securities"). In connection with our representation, we have examined such documents and undertaken such further inquiry as we consider necessary for rendering the opinion hereinafter set forth. Based upon the foregoing, it is our opinion that the Registered Securities, when issued as set forth in the Registration Statement, will be legally issued, fully paid and nonassessable. We acknowledge that we are referred to under the heading "Legal Matters" in the Reoffer Prospectus which is a part of the Registrant's Form S-8 Registration Statement relating to the Registered Securities, and we hereby consent to such use of our name in such Registration Statement and to the filing of this opinion as Exhibit 5 to the Registration Statement and with such state regulatory agencies in such states as may require such filing in connection with the registration of the Registered Securities for offer and sale in such states. Sincerely, /s/ DAVID M. GRIFFITH Law Office of David M. Griffith, a Professional Corporation