EXHIBIT 5.1

                                April 27, 1998

All American Food Group, Inc.
9 Law Drive
Fairfield, NJ 07006

Gentlemen:

     We are members of the bar of the State of New Jersey. For that reason, 
you have requested our opinion for the use of All American Food Group, Inc., a 
New Jersey corporation (the "Company"), in connection with the registration 
under the Securities Act of 1933, as amended, and the Rules and Regulations 
promulgated thereunder, of 350,000 shares of common stock issuable under the 
All American 1998 Consultant Stock Plan.

     We have examined the Company's Registration Statement on Form S-8 in the
form to be filed with the Securities and Exchange Commission on or about 
April 27, 1998 (the "Registration Statement"). We further have examined such
corporate records of the Company as we deemed relevant to the opinion hereafter 
expressed.

     Based on the foregoing examination, we are of the opinion that, under New
Jersey law, upon issuance and sale in the manner described in the Registrant 
Statement, the shares of common stock covered by the Registration Statement 
will be legally issued, fully paid and nonassessable.

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

                                       VERY TRULY YOURS,

                                       JOHN L. MILLING