Exhibit 5
                              [LETTERHEAD OF TORYS]




                                September 5, 2001



SulphCo, Inc.
1650 Meadow Wood Lane
Reno, Nevada  89502

Dear Sirs:

         We have acted as counsel for SulphCo,  Inc., a Nevada  corporation (the
"Company"),  in  connection  with the  registration  statement on Form S-8 being
filed by the Company under the Securities Act of 1933, as amended,  with respect
to the 2,758,620 shares (the "Shares") of the common stock,  $.001 per share par
value,  of the  Company,  which have been or are to be  offered  by the  Company
pursuant to the  Non-Qualified  Stock Option Agreement for Mr. Mark Neuhaus (the
"Option").

         In connection with such registration  statement,  we have examined such
records and  documents and such  questions of law as we have deemed  appropriate
for purposes of this opinion.  On the basis of such  examination,  we advise you
that, in our opinion, the Shares have been duly and validly authorized and, when
issued and paid for in accordance with the terms of the Option,  will be validly
issued, fully paid and non-assessable.

         We hereby  consent to the  filing of this  opinion as an exhibit to the
aforesaid registration statement.

                                Very truly yours,

                                            /s/ TORYS
                                            ---------
                                                TORYS

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