Exhibit 5.1

                   [Letterhead of Kirkpatrick & Lockhart LLP]
________________________________________________________________________________



April 21, 2004



Riddle Records, Inc.
9595 Wilshire Blvd., Suite 700
Beverly Hills, CA  90212

   Re:   Registration Statement on Form SB-2
         Registration for resale of 8,000,000 shares of Common Stock

Dear Sirs:

We have  acted as counsel for Riddle Records,  Inc., a Nevada  corporation (the
"Company")  in  connection  with a  registration  statement  on Form  SB-2  (the
"Registration Statement") filed with the Securities and Exchange Commission (the
"SEC") under the Securities Act of 1933, as amended (the "Securities Act") (File
No.  333-105237)  in connection  with the  registration  for resale of 8,000,000
shares (the "Shares") of common stock, $0.001 par value (the "Common Stock"), of
the  Company,  which may be sold by certain  selling  stockholders  from time to
time.

For purposes of this opinion, we have examined the Registration  Statement,  the
Company's  Certificate  of  Incorporation,  as  amended,  and  Bylaws,  and  the
corporate action of the Company that provides for the issuance of the Shares and
we have made such other  investigation  as we have deemed  appropriate.  We have
examined and relied upon  certificates  of public  officials  and, as to certain
matters  of fact that are  material  to our  opinion,  we have also  relied on a
certificate of an officer of the Company. In rendering our opinion, we also have
made the assumptions that are customary in opinion letters of this kind. We have
not verified any of those assumptions.

Our opinion set forth  below is limited to the  General  Corporation  Law of the
State  of  Delaware,   including  the  applicable  provisions  of  the  Delaware
Constitution and reported judicial decisions interpreting those laws.

On the basis of the foregoing, it is our opinion that the Shares of Common Stock
are validly issued, fully paid and non-assessable  shares of the Common Stock of
the Company.



Riddle Records, Inc.
April 21, 2004
Page 2


We consent  to the use of our name  under the  caption  "Legal  Matters"  in the
Prospectus,  constituting part of the Registration Statement,  and to the filing
of this opinion as an exhibit to the Registration Statement.

By giving you this opinion and consent, we do not admit that we are experts with
respect  to any part of the  Registration  Statement  or  Prospectus  within the
meaning of the term expert as used in Section 11 of the  Securities  Act, or the
rules and regulations promulgated thereunder by the SEC, nor do we admit that we
are in the category of persons whose consent is required  under Section 7 of the
Securities Act.


Sincerely,

/S/  KIRKPATRICK & LOCKHART LLP