EXHIBIT 5.1

                               OPINION OF COUNSEL

                               Owen M. Naccarato
                                Attorney at Law
                           19600 Fairchild Suite 260
                               Irvine, CA 91612
                  Office: (818) 255-4996 Fax: (818) 255-4997
- --------------------------------------------------------------------------------

March 26, 2001

Kaire Holdings Incorporated
7348 Bellaire Avenue
North Hollywood, California 91605

Re:  Registration Statement on Form S-8

Gentleman:

      I have acted as counsel for Kaire Holdings Incorporated (the "Company"),
in connection with the preparation and filing of the Company's Registration
statement on Form S-8 under the Securities Act of 1933, as amended, (the
"Registration Statement"), relating to 12,000,000 shares of the Company's common
stock, par value $.001, (the "common stock"), issuable pursuant to the Company's
2001 Employee Stock Compensation Plan, (the "Plan").

      I have examined the Certificate of Incorporation, as amended, and the By-
Laws of the company and all amendments thereto, the Registration Statement and
originals, or copies certified to my satisfaction, of such records and meetings,
written actions in lieu of meetings, or resolutions adopted at meetings, of the
directors of the Company, and such other documents and instruments as in my
judgement are necessary or appropriate to enable me to render the opinions
expressed below.

      Based on the foregoing examination, I am of the opinion that the shares of
Common Stock issuable with the Plan are duly authorized and, when issued in
accordance with the Plan, will be validly issued, fully paid and nonassessable.

      Further, I consent to the filing of this opinion as an exhibit to the
Registration Statement.

Very truly yours,

/s/ Owen Naccarato
- ------------------
Owen Naccarato, Esq.