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Exhibit 5.2
September 21, 2001
Sun International Hotels Limited
Sun International North America, Inc.
Atlantis
Coral Towers - Executive Office
Paradise Islands, The Bahamas
Sun International Hotels Limited
Sun International North America, Inc.
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8 7/8% Senior Subordinated Notes due 2011
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Form F-4 Registration Statement
Ladies and Gentleman:
I am General Counsel for Sun International Hotels Limited, a company
organized under the laws of the Commonwealth of The Bahamas (the "Company")
and for Sun International North America, Inc., a Delaware corporation ("SINA"
and, together with the Company, the "Issuers"), and as such have acted as
counsel in connection with the filing by the Company and SINA with the
Securities and Exchange Commision (the "Commission") of a registration
statement on Form F-4 (the "Registration Statement") under the Securities Act
of 1933 (the "Act") relating to the proposed issuance (the "Exchange Offer"),
in exchange for up to $200,000,000 aggregate principal amount of the Issuer's
8 7/8% Senior Subordinated Notes due 2011 (the "Old Notes"), of a like
principal amount of 8 7/8% Senior Subordinated Notes due 2011 that are
registered under the Act (the "New Notes"). The New Notes are to be issued
pursuant to the indenture dated August 14, 2001 (the "Indenture"), among the
Issuers, the guarantors party thereto and The Bank of New York, as trustee
(the "Trustee"). Capitalized terms used herein and not otherwise defined
shall have the meaning ascribed thereto in the Indenture.
In that connection, I have examined originals, copies or certified
copies (or otherwise identified to my satisfaction) of such documents, corporate
records and other instruments as I have deemed necessary or appropriate for
purposes of this opinion, including the Indenture.
Based on the foregoing, I am of opinion as follows:
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1. Each of the Indenture and the Registration Statement has been duly
authorized, executed and delivered by the Company and the subsidiaries listed on
Schedule I hereto (the "Bahamian Guarantors") and, assuming due authorization,
execution and delivery thereof by the Trustee, the Indenture constitutes a
legal, valid and binding obligation of the Company and the Bahamian Guarantors
in accordance with its terms (subject to applicable bankruptcy, insolvency,
reorganization, moratorium, fraudulent transfer or other similar laws affecting
creditors' rights generally from time to time in effect and to general
principles of equity, including concepts of materiality, reasonableness, good
faith and fair dealing, regardless of whether such enforceability is considered
in a proceeding in equity or at law).
2. The New Notes and the guarantees issued by the Bahamian
Guarantors have been duly authorized by the Issuers and the Bahamian
Guarantors, respectively, and, when executed and authenticated in accordance
with the provisions of the Indenture and delivered in exchange for the Old
Notes pursuant to the Exchange Offer, will constitute legal, valid and
binding obligations of the Company and the Bahamian Guarantors, enforceable
against the Company and the Bahamian Guarantors in accordance with their
terms and entitled to the benefits of the Indenture (subject to applicable
bankruptcy, insolvency, reorganization, moratorium, fraudulent transfer or
other laws affecting creditors' rights generally from time to time in effect
and to general principles of equity, including concepts of materiality,
reasonableness, good faith and fair dealing, regardless of whether such
enforceability is considered in a proceeding in equity or at law). In
expressing the opinion set forth in this Paragraph 2, I have assumed that the
form of the New Notes, including the Guarantees, will conform to that
included in the Indenture.
I hereby consent to the filing of this opinion with the Commission as
an exhibit to the Registration Statement.
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I am admitted to practice only in the Commonwealth of The
Bahamas and express no opinion herein as to matters governed by any laws other
than the Commonwealth of The Bahamas. The opinion is rendered to you solely for
your benefit in connection with the transactions referred to above and may not
be relied upon by any other person, firm or corporation without my prior written
consent.
Very truly yours,
Giselle M. Pyfrom
Senior Vice President and General Counsel
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Schedule I
Bahamian Guarantors
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<Caption>
Subsidiary Jurisdiction of Organization
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Sun International Bahamas Limited Commonwealth of The Bahamas
Paradise Acquisitions Limited Commonwealth of The Bahamas
Paradise Island Limited Commonwealth of The Bahamas
Paradise Enterprises Limited Commonwealth of The Bahamas
Island Hotel Company Limited Commonwealth of The Bahamas
Paradise Beach Inn Limited Commonwealth of The Bahamas
Sun International Timeshare Limited Commonwealth of The Bahamas
Paradise Island Futures Limited Commonwealth of The Bahamas
Sun International Development Limited Commonwealth of The Bahamas
Paradise Security Services Limited Commonwealth of The Bahamas
Sunonline Limited Commonwealth of The Bahamas
Bahamas e-Trading Limited Commonwealth of The Bahamas
Sun International Network Data Limited Commonwealth of The Bahamas
Sun International Development (Timeshare) Limited Commonwealth of The Bahamas
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