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                                                                     EXHIBIT 5.1

                  [Letterhead of Cairncross & Hempelmann, P.S.]



                              September 11, 2000



Timeline, Inc.
3055 - 112th Avenue N.E., Suite 106
Bellevue, Washington 98004

        Re:    Registration Statement on Form SB-2

Ladies and Gentlemen:

        We have acted as counsel to Timeline, Inc. in connection with the
preparation of a Registration Statement on Form SB-2 under the Securities Act of
1933, as amended, which the Company is filing with the Securities and Exchange
Commission with respect to an aggregate of 603,814 shares of common stock
currently issued and outstanding (the "Shares") which may be offered for sale
from time to time by the Company's shareholders identified in the
Registration Statement. We have examined documents as we have deemed necessary
for the purpose of this opinion.

        Based upon and subject to the foregoing, we are of the opinion that the
Shares were duly authorized and validly issued, and are fully paid and
nonassessable.

        We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and further consent to the use of our name wherever
appearing in the Registration Statement, including any prospectus constituting a
part thereof, and any amendments thereto. In giving such consents, we do not
admit that we are in the category of persons whose consent is required under
Section 7 of the Securities Act.

                                            Very truly yours,

                                           /s/ CAIRNCROSS & HEMPELMANN, P.S.
                                           CAIRNCROSS & HEMPELMANN, P.S.