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November 2, 2006
Siena Technologies, Inc.
5625 S. Arville St., Suite E
Las Vegas, Nevada 89118
Re: Siena Technologies, Inc. 2005 Stock Incentive Plan
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-8 to be filed by Siena Technologies, Inc. (the “Company”) with the Securities and Exchange Commission in connection with the proposed issuance of up to 6,000,000 shares of its common stock, par value $0.001 per share (the “Common Stock”), pursuant to the terms of the Siena Technologies, Inc. 2005 Stock Incentive Plan (the “Plan”).
We have also examined the Company's Certificate of Incorporation, Bylaws, the Plan, resolutions of the Board of Directors and stockholders of the Company and such other Company records, instruments, certificates and documents as we considered necessary or appropriate to enable us to express this opinion.
Based upon the foregoing, we are of the opinion that the Common Stock has been duly authorized for issuance and, when issued and delivered in accordance with the Plan, will constitute validly issued, fully paid and nonassessable shares of the Company.
| We consent to the filing of this opinion as an exhibit to the Registration Statement. |
Very truly yours,
/s/ McAfee & Taft A Professional Corporation