June 20, 1996

VideoLan Technologies, Inc.
100 Mallard Creek Road, Suite 250
Louisville, KY 40207

Ladies and Gentlemen:

     We have acted as legal counsel in connection with the preparation
of a Form S-8 Registration Statement under the Securities Act of 1933,
as amended ("Registration Statement"), covering an aggregate of
2,000,000 shares of common stock, no par value (the "Shares") of
VideoLan Technologies, Inc., a Delaware corporation (the "Company").

     We have examined and are familiar with the Certificate of
Incorporation and Bylaws of the Company and the various corporate
records and proceedings relating to the organization of the Company and
the issuance of the Shares pursuant to the 1995 Stock Option Plan (the
"Plan"). We have also examined such other documents and proceedings as
we have considered necessary for the purpose of this opinion.

     Based on the foregoing, it is our opinion that the Shares have been
duly authorized and, when issued and paid for in accordance with the
terms of the Plan, will be validly issued, fully paid and nonassessable.

     We are qualified to practice law only in the State of Kentucky. As
to matter of Delaware law, we have reviewed the statutes set forth in
Title 8 of the Michie Company's Delaware Corporation Laws Annotated,
1994-95 Edition (collectively, the "Delaware Statutes"). Our opinion is
based solely on our review of the Delaware Statutes.

     We hereby consent to the filing of this opinion as an exhibit to
the Registration Statement.

                                  Very truly yours,

                                  /s/ Hirn Doheny & Harper

                                  HIRN DOHENY & HARPER