LAW OFFICES
GORDON, FEINBLATT, ROTHMAN, HOFFBERGER & HOLLANDER, LLC
THE GARRETT BUILDING
233 EAST REDWOOD STREET
BALTIMORE, MARYLAND 21202-3332
410-576-4000
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Telex 908041
Fax 410-576-4246
410-576-4227
eobstler@gfrlaw.com
July 31, 2001
View Systems, Inc.
9693 Gerwig Lane, Suite O
Columbia, Maryland 21046
Re: View Systems, Inc. Registration Statement on Form SB-2
Ladies and Gentlemen:
We have acted as counsel to View Systems, Inc. (the "Company"), a
Florida corporation, in connection with the possible resale by certain selling
stockholders of up to 2,700,000 shares of the Company's Common Stock, par value
$.001 per share (the "Common Stock") pursuant to a Registration Statement on
Form SB-2 (the "Registration Statement") filed by the Company with the
Securities and Exchange Commission under the Securities Act of 1933, as amended
(the "Act"). The shares being registered are currently owned by the selling
stockholders or will be acquired upon exercise of outstanding warrants.
We have examined copies of (i) the Articles of Incorporation of the
Company, (ii) the Bylaws of the Company, (iii) the Registration Statement, and
(iv) resolutions adopted by the Board of Directors of the Company relating to
the matters referred to herein.
Based upon the foregoing, it is our opinion that the Common
Stock is duly and validly authorized and fully paid and nonassessable.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement. In giving this opinion, we do not admit that we are
within the category of persons whose consent is required by Section 7 of the
Act.
Very truly yours,
/s/ Gordon, Feinblatt, Rotman
Hoffberger and Hollander
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GORDON, FEINBLATT, ROTHMAN,
HOFFBERGER & HOLLANDER, LLC