49 Jody M. Walker 7841 South Garfield Way Littleton, Colorado 80122 Telephone (303) 850-7637 Facsimile (303) 220-9902 September 26, 1999 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Dear Sirs: Re: OPINION RE: LEGALITY AND CONSENT OF COUNSEL TO USE OF NAME IN THE REGISTRATION STATEMENT ON FORM SB-2 OF SEA SHELL GALLERIES, INC. I am securities counsel for the above mentioned Company and I have prepared the registration statement on Form SB-2. I hereby consent to the inclusion and reference to my name in the Registration Statement on Form SB-2 for Sea Shell Galleries, Inc. It is my opinion that the securities of Sea Shell Galleries, Inc. and those which are registered with the Securities and Exchange Commission pursuant to Form SB-2 Registration Statement of Sea Shell Galleries, Inc. have been legally issued and will be, when sold, legally issued, fully paid and non-assessable. Yours very truly, /s/Jody M. Walker --------------------- Jody M. Walker