EX-5.2
                                                                    EXHIBIT 5.2


                                   OPINION OF
                          H. MELVILLE HICKS, JR., ESQ.





                                                                    EXHIBIT 5.2


                             H. MELVILLE HICKS, JR.
                          Attorney and Counselor at Law
                          551 Fifth Avenue, Suite 1625
                            New York, New York 10176
                                 (212) 655-5944
                               Fax (212) 655-5943



                                                              March 28, 2001


H-Quotient, Inc.
8150 Leesburg Pike, Suite 503
Vienna, VA  22182

Ladies and Gentlemen:

         You have requested my opinion as counsel for H-Quotient, Inc., a
Virginia corporation (the "Registrant"), in connection with the registration
under the 1933 Act of 1933, as amended, and the Rules and Regulations
promulgated thereunder, and the public offering by the selling shareholder (the
"Selling Shareholder") named in the Registrant's Registration Statement on Form
S-8, to be filed with the Securities and Exchange Commission on or about
March 28, 2001 (the "Registration Statement"), of an aggregate of 395,000
shares of Common Stock of the Registrant, $.0001 par value, per share, currently
issued and outstanding in the name of the Selling Shareholder (the "Shares").

         I have examined the Registration Statement in the form to be filed with
the Securities and Exchange Commission, the Certificate of Incorporation of the
Registrant as certified by the Secretary of State of the State of Virginia, the
Bylaws and the minute books of the Registrant as a basis for the opinion
hereafter expressed.

         In addition to the above, I have also examined such other documents and
records and have made such further investigations as I have deemed necessary for
the purpose of rendering the opinion set forth in this letter. In making such
examination, I have assumed the genuineness of all signatures, the authenticity
of all documents submitted to me as originals and the conformity of authentic
originals of all documents submitted to me as certified or photostat copies. As
to various questions of fact material to this opinion. I have relied upon
statements of officers of the Registrant.

     Based on the foregoing examination, it is my opinion, and I so advise, that
the 395,000 Shares currently are, and upon sale in the manner described in the
Registration Statement will be, legally issued, fully paid and nonassessable.





     This opinion is furnished solely for use in connection with the issuance of
the Shares pursuant to the Registration Statement.

     I consent to the filing of this opinion as an Exhibit to the Registration
Statement.


                                          Very truly yours,


                                          By: s/ H. Melville Hicks, Jr.
                                          -----------------------------
                                          H. Melville Hicks, Jr.