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EXHIBIT 5.1









                   OPINION OF SKINNER, SUTTON, WATSON & ROUNDS
                           A PROFESSIONAL CORPORATION





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                 [SKINNER, SUTTON, WATSON & ROUNDS LETTERHEAD]



                                  June 7, 2001



The Board of Directors
Geocom Resources, Inc.
1030 West Georgia Street, #1208
Vancouver, BC Canada
V6E 2Y3


      Re:    Registration Statement on Form SB-2 as filed on June 7, 2001
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Ladies and Gentlemen:

      We have acted as your counsel in connection with the registration under
the Securities Act of 1933, as amended, and the rules and regulations
promulgated thereunder (the "Securities Act"), and the sale by Geocom Resources,
Inc., a Nevada corporation (the "Company"), of an aggregate of 2,000,000 shares
of the Company's common stock, par value $0.00001 per share (the "Common Stock"
or the "Shares").

      This opinion is delivered in accordance with the requirements of Items
601(b)(5) and (23) of Regulation S-K under the Securities Act.

      In connection with this opinion, we have examined and are familiar with
originals or copies, certified or otherwise identified to our satisfaction, of
(i) the Registration Statement on Form SB-2, relating to the Shares, filed with
the Securities and Exchange Commission (the "Commission") under the Securities
Act on June 7, 2001 (together with all exhibits thereto, the "Registration
Statement"), (ii) the Charter of the Company, as amended, (iii) the Articles of
Incorporation of the Company in effect as of the date hereof (iv) the Bylaws of
the Company in effect as of the date hereof, (v) resolutions of the Board of
Directors of the Company relating to the issuance and sale of the Shares, the
filing of the Registration Statement, adopted at a meeting on May 4, 2001, and
(vi) a specimen of the certificates representing the Shares. We have also
examined such other documents, certificates and records as we have deemed
necessary or appropriate as a basis for the opinion set forth below.

      In rendering this opinion, we have relied upon our review of documentation
representing the transactions involving the transfer of the shares and certain
other applicable documents pertaining to the status of the Company and its
common stock that were furnished to us by the




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June 7, 2001
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Company. We have also received oral representations made by certain officers and
affiliates of the Company.

      In our examination, we have assumed the legal capacity of all natural
persons, the genuineness of all signatures, the authenticity of all documents
submitted to us as originals, the conformity to original documents of all
documents submitted to us as certified, conformed or photostatic copies, and the
authenticity of the originals of such copies. As to any facts material to this
opinion which we did not independently establish or verify, we have relied upon
oral or written statements and representations of officers and other
representatives of the Company and others.

      Members of our firm working with respect to the Company are admitted to
the practice of law in the State of Nevada and the State of California and to
practice federal law of the United States of America, and we do not express any
opinion as to the laws of any other jurisdiction or any other applicable law or
regulation.

      Based upon and subject to the foregoing, we are of the opinion that the
Shares to be issued by the Company in the offering, described in the
Registration Statement, have been duly and validly authorized for issuance, and,
upon issuance and delivery of the Shares to the Underwriters against payment
therefor in accordance with the terms of the Underwriting Agreement, the Shares
will be validly issued, fully paid and non-assessable.

      We hereby consent to the filing of this opinion with the Commission as
Exhibit 5.1 to Form SB-2, and its incorporation by reference as an exhibit to
the Registration Statement. In giving such consent, we do not thereby admit that
we are in the category of persons whose consent is required under Section 7 of
the Securities Act or under the rules and regulations of the Commission
promulgated thereunder.

      This opinion letter is rendered as of the date first written above. This
law firm expressly disclaims any obligation to advise you of facts,
circumstances, events or developments which hereafter may be brought to our
attention and which may alter, affect or modify this opinion. This opinion is
expressly limited to the matters stated herein, and this law firm makes no
opinion, express or implied, as to any other matters relating to the Company or
its securities.



                                        Very truly yours,



                                        /s/ SKINNER, SUTTON, WATSON & ROUNDS


                                        SKINNER, SUTTON, WATSON & ROUNDS




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