July 16, 1999




Board of Directors
Old Point Financial Corporation
One West Mellen Street
Hampton, Virginia 23663

             Old Point Financial Corporation 1998 Stock Option Plan

Ladies and Gentlemen:

      This letter is delivered to you in  connection  with the actions taken and
proposed to be taken by Old Point Financial Corporation,  a Virginia corporation
("Old Point  Financial"),  with respect to the Old Point  Financial  Corporation
1998 Stock Option Plan (the "Plan"). As counsel to Old Point Financial,  we have
reviewed the registration  statement on Form S-8 (the "Registration  Statement")
to be  filed  by Old  Point  Financial  on or  about  July  16,  1999,  with the
Securities and Exchange  Commission to effect the registration of 125,000 shares
of common stock of Old Point  Financial  under the  Securities  Act of 1933,  as
amended (the "Act") for issuance under the Plan.

      In this regard,  we have examined the Articles of Incorporation and Bylaws
of Old Point Financial,  records of proceedings of the Board of Directors of Old
Point Financial, the Plan and such other records and documents as we have deemed
necessary or  advisable in  connection  with the opinions set forth  herein.  In
addition,  we have relied as to certain  matters on  information  obtained  from
public officials,  officers of Old Point Financial and other sources believed by
us to be reliable.

      Based upon our examination  and inquiries,  we are of the opinion that the
shares which constitute  original issuance securities will, when issued pursuant
to the terms and  conditions  of the Plan,  be  validly  issued,  fully paid and
nonassessable.  The foregoing opinion is limited to the laws of the Commonwealth
of Virginia  and we express no opinion as to the effect of the laws of any other
jurisdiction.

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

                                Very truly yours,



                                   Mays & Valentine, L.L.P.