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 400,000 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 James
Sakundiak  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 James Sakundiak,  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
                                                   ---------------------
                                                   Simon S. Kogan