August 15, 2002

European American Resources, Inc.
91 South Main Street
P.O. 1066, Eureka, NV 89316

         Re:      Registration Statement on Form S-8

Ladies and Gentlemen:

     We have acted as counsel to European American Resources, Inc., a Delaware
corporation (the "Company"), in connection with the registration under the
Securities Act of 1933, as amended, (the "Securities Act"), of 180,000 shares of
the Company's common stock, par value $.001 per share (the "shares") to be
issued pursuant to the consulting agreement between the Company and Thomas K.
Mancuso under the Securities Act of 1933, as amended (the "Act"), on a
Registration Statement on Form S-8 filed with the Securities and Exchange
Commission on August 14, 2002 (as amended form time to time, the "Registration
Statement"), you have requested our opinion with respect to the matters set
forth below.

         In our capacity as your counsel in connection with such registration we
are familiar with the proceedings taken and proposed to be taken by the Company
in connection with the authorization, issuance, and sale of the shares, and for
the purposes of this opinion have assumed such proceedings will be timely
completed in the manner presently proposed. In addition, we have made legal and
factual examinations and inquiries, including an examination of originals or
copies certified or otherwise identified to our satisfaction of such documents,
corporate records and instruments, as we have deemed necessary or appropriate
for purposes of this opinion. We have examined executed copies of the
Registration Statement and all exhibits thereto.

         Furthermore, in rendering our opinion, we have assumed that the
signatures on all documents examined by us are genuine, that all documents and
corporate record books submitted to us as originals are accurate and complete,
and that all documents submitted to us are true, correct and complete copies of
the originals thereof.





European American Resources, Inc.
August 15, 2002

Page 2




         Based upon the foregoing, we are of the opinion that the Common Stock
to be issued and sold by the Company as described in the Registration Statement
have been duly authorized for issuance and sale and when issued by the Company
against payment of the consideration therefor pursuant to the terms of the
Consulting Agreement with Thomas K. Mancuso, will be legally issued, fully paid
and nonassessable.

         We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.



                                               Very truly yours,

                                               Kogan & Associates, L.L.C.


                                               By: /s/
                                                  ------------------------
                                                  Simon S. Kogan