BRANDEN T. BURNINGHAM 455 EAST 500 SOUTH, SUITE 205 SALT LAKE CITY, UTAH 84111 TELEPHONE: (801)363-7411 ADMITTED IN UTAH AND CALIFORNIA FACSIMILE: (801)355-7126 April 23, 2002 Sanguine Corporation 101 East Green Street, Suite 11 Pasadena, California 91105 Re: Registration Statement on Form S-3 of Sanguine Corporation, a Nevada corporation (the "Company") Gentlemen: I have examined the Registration Statement on Form S-3 which you intend to file with the Securities and Exchange Commission on or about April 25, 2002 (the "Registration Statement") in connection with the registration under the Securities Act of 1933, as amended, of 11,596,442 shares of your common stock issuable upon exercise of certain warrants or upon conversion of certain convertible notes (the "Shares") to be sold by certain stockholders as described in the Registration Statement (the "Selling Stockholders"). As your legal counsel, I have examined the proceedings taken and am familiar with the proceedings that you propose to take in connection with the sale of the Shares by the Selling Stockholders in the manner set forth in the section entitled "Plan of Distribution" of the Registration Statement. It is my opinion that the Shares, when sold by the Selling Stockholders in the manner referred to in the Registration Statement, will be legally and validly issued, fully paid and non-assessable. I consent to the use of this opinion as an exhibit to the Registration Statement and further consent to the use of my name wherever it appears in the Registration Statement and any amendments thereto. Sincerely yours, /s/ Branden T. Burningham Branden T. Burningham