Exhibit 5.1

February 28, 2002
Alph-Net Consulting Group, Ltd.
2110 E. Water Street
Tucson, Arizona 87519

RE:     SB-2 Registration Statement
        Common Stock of Selling Shareholders

Gentlemen:

         I refer to the Registration  Statement on Form SB-2, the  "Registration
Statement" filed by Alph-Net  Consulting Group,  Ltd. a Nevada  corporation (the
"Company"),  with the United States Securities and Exchange Commission under the
Securities Act of 1933, relating to the offer by the selling shareholders listed
therein of 250,000 shares of common stock, no par value per share (the "Stock"),
originally acquired by these shareholders in earlier private transactions.

         As counsel to the Company,  I have  examined  such  corporate  records,
documents and questions of law as I have deemed necessary or appropriate for the
purposes of this opinion.  In such examinations,  I have assumed the genuineness
of signatures and the  conformity to the originals of the documents  supplied to
me as copies. As to various  questions of fact material to this opinion,  I have
relied upon statements and certificates of officers and  representatives  of the
Company.

         Upon  the  basis  of this  examination,  I am of the  opinion  that the
250,000  shares of Stock offered by the selling  shareholders  have been validly
authorized,  are  legally  issued,  fully  paid,  and  are  non-assessable.   If
transferred or sold according to the terms of the propectus, they would continue
to be legally issued, fully paid, non-assessable shares of the Company.

         I hereby  consent to the filing of this  opinion as Exhibit  5.1 to the
Registration  Statement  and with such state  regulatory  agencies in individual
states as may require such filing in  connection  with the  registration  of the
Stock for offer and sale in those states.

Respectfully,

/s/ Christopher H. Dieterich
Christopher H. Dieterich