1







                         PATRIOT SCIENTIFIC CORPORATION


                                   EXHIBIT 5.1


              Legal opinion of Brasher & Company, Attorneys at Law
   2
                         [BRASHER & COMPANY Letterhead]



                                 March 12, 1996



Board of Directors
PATRIOT SCIENTIFIC CORPORATION
12875 Brookprinter Place, Suite 300
Poway, California  92064

         Re:     Registration Statement on Form SB-2
                 975,000 Shares of Common Stock for Selling Shareholders

Gentlemen:

         We have acted as counsel to Patriot Scientific Corporation, a Delaware
corporation ("Company"), in connection with the preparation and filing with the
U.S. Securities and Exchange Commission ("Commission") under the Securities Act
of 1933, as amended ("Act"), of the Company's registration statement on Form
SB-2 (together with all exhibits, supplements and amendments, the "Registration
Statement"). The Registration Statement relates to the registration under the
Act of 975,000 shares of the Company's common stock, $.00001 par value ("Common
Stock"), which may be sold from time to time by certain shareholders of the
Company, as described in the Registration Statement.

         In connection with the opinions herein expressed, we have reviewed the
Registration Statement and included prospectus, and have examined and relied
upon, as to factual matters, originals or certified or photostatic copies of
such corporate records, including, without limitation, minutes of the Board of
Directors and other instruments, certificates of corporate officers and such
other documents as we have deemed necessary or appropriate for the opinions
expressed herein. In making such examinations, we have assumed the genuineness
of all signatures, the legal capacity of natural persons, the authenticity of
documents submitted to us as originals, the conformity to original documents of
documents submitted to us as certified or photostatic copies, and the
authenticity of originals of such photostatic copies.

         We have examined and relied upon, as to matters of law, such statutes,
rules and judicial precedents and such other considerations of law as we, in
our judgment, have deemed necessary  or appropriate for the purposes of
rendering the opinions expressed herein. For the purpose of this opinion, we
have expressly assumed that shares covered by the Registration Statement will
be sold in the manner contemplated in the Registration Statement.
   3
Board of Directors                                             Brasher & Company
PATRIOT SCIENTIFIC CORPORATION
March 12, 1996
Page 2 of 2




         Based upon and in reliance upon the foregoing, and subject to the
qualifications and limitations herein set forth, we are of the opinion that the
shares of Common Stock covered by the Registration Statement have been legally
issued and are fully paid and nonassessable.

         This opinion is limited to the laws of the United States of America
and the General Corporation Law of Delaware, and we express no opinion with
respect to the laws of any other jurisdiction.

         We consent to the filing of this opinion with the Commission as an
exhibit to the Registration Statement and to all references made to our firm in
the Registration Statement. However, in rendering this opinion, we do not
hereby admit that we are acting within the category of persons whose consent is
required under Section 7 of the Act or the rules and regulations of the
Commission under the Act.

         This opinion is being delivered and is intended for use solely in
regard to the transactions contemplated by the Registration Statement and may
not be used, circulated, quoted in whole or in part or otherwise referred to
for any purpose without our prior written consent and may not be relied upon by
any person or entity other than the Company, its successors and assigns.  This
opinion is based upon our knowledge of law and facts as of its date. We assume
no duty to communicate to you with respect to any matter which comes to our
attention hereafter.

                                        Yours very truly,

                                        /s/ John D. Brasher Jr.

                                        John D. Brasher Jr.
                                          For the Firm