1
                                                                   EXHIBIT 5.1
                                                                   
                                                                   
                                 March 18, 1997





Business Resource Group
2150 North First Street
Suite 101
San Jose, CA  95131


         REGISTRATION STATEMENT ON FORM S-8

Ladies and Gentlemen:

         We have examined the Registration Statement on Form S-8 to be filed by
you with the Securities and Exchange Commission on or about March 18, 1997 (the
"Registration Statement") in connection with the registration under the
Securities Act of 1933, as amended, of (i) 500,000 additional shares of your
Common Stock (the "Shares") reserved for issuance under the 1995 Stock Option
Plan, as amended (the "Option Plan") and (ii) 75,000 additional Shares reserved
for issuance under the 1995 Directors' Stock Option Plan (the "Directors'
Plan").  As your legal counsel, we have examined the proceedings taken and are
familiar with the proceedings proposed to be taken by you in connection with
the sale and issuance of the Shares under the Option Plan and Directors' Plan.

         It is our opinion that, when issued and sold in the manner referred to
in each of the Option Plan and Directors' Plan and pursuant to the respective
agreements which accompany each grant under the Option Plan and Directors'
Plan, the Shares will be legally and validly issued, fully paid and
nonassessable.

         We consent to the use of this opinion as an exhibit to the
Registration Statement and further consent to the use of our name wherever it
appears in the Registration Statement and any amendments to it.



                                   Sincerely,



                                   VENTURE LAW GROUP,
                                   A Professional Corporation