EXHIBIT 5.1
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[Ballard Spahr Andrews & Ingersoll, LLP Letterhead]
August 31, 2001
Earth Search Sciences, Inc.
1729 Montana Hwy 35
Kalispell, MT, 59901
Re: Registration Statement on Form S-1
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Ladies and Gentlemen:
We have acted as counsel to Earth Search Sciences, Inc., a Utah corporation
("ESSI"), in connection with the filing of a Registration Statement on Form S-1
(File No. 333-66100) (the "Registration Statement") to register under the
Securities Act of 1933, as amended, an aggregate of 36,847,372 shares of ESSI
common stock (the "Shares") for resale by the registered holders of the Shares.
In that connection, we have examined executed originals or copies,
certified or otherwise identified to our satisfaction, of such documents,
corporate records and instruments as we have deemed necessary for the purposes
of the opinion expressed below. In giving this opinion, we are assuming the
authenticity of all instruments presented to us as originals, the conformity
with the originals of all instruments presented to us as copies and the
genuineness of all signatures.
Based upon the foregoing, we are of the opinion that the Shares, when
resold in accordance with the terms of the Registration Statement, will be
legally issued, fully paid and nonassessable.
This opinion is limited to the matters expressly stated herein. We express
no opinion concerning the laws of any jurisdiction other than the laws of the
United States and the laws of the State of Utah. We do not undertake to advise
you of any changes in the opinion expressed herein resulting from changes in
law, changes in facts or any other matters that might occur or be brought to our
attention after the date hereof.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
/s/ Ballard Spahr Andrews & Ingersoll, LLP