EXHIBIT 5.1


                                OTHER DOCUMENTS
              FORM OF OPINION OF KAPLAN GOTTBETTER & LEVENSON, LLP

                       KAPLAN GOTTBETTER & LEVENSON, LLP
                630 THIRD AVENUE, NEW YORK, NEW YORK 10017-6705
                   TEL: (212) 983-6900;  FAX: (212) 983-9210

                                                                   June 7, 2001

Return Assured Incorporated
1901 Avenue of the Stars, Suite 1710
Los Angeles, California 90067

Re: Return Assured Incorporated -- Registration Statement on Form S-3
    (File No. 333-[_____]) (the "Registration Statement")

Gentlemen:

   We are acting as counsel for Return Assured Incorporated, a Delaware
corporation (the "Company"), in connection with the proposed sale by certain
selling stockholders (the "Selling Stockholders") pursuant to the Registration
Statement of up to 8,000,000 shares of Common Stock, $.001 par value, of the
Company (the "Shares").

   We have examined such corporate records, certificates and other documents as
we have considered necessary for the purposes of this opinion. In our
examination, we have assumed the genuineness of all signatures, the
authenticity of all documents submitted to us as originals, the conformity to
the original documents of all documents submitted to us as copies and the
authenticity of the originals of such latter documents. As to any facts
material to our opinion, we have, when relevant facts were not independently
established, relied upon the records, certificates and documents referred to
above.

   Based on the foregoing, we are of the opinion that the Shares have been duly
authorized, and are validly issued, fully paid and non-assessable.

   Our opinion is limited in all cases to matters arising under the General
Corporation Law of the State of Delaware. We consent to the use of this
opinion as an Exhibit to the Registration Statement and to the reference to
our firm under the caption "Legal Matters" in the prospectus that is a part of
the Registration Statement. In giving such consent, we do not concede that we
are within the category of persons whose consent is required under Section 7
of the Securities Act of 1933, as amended, or the rules and regulations of the
Commission thereunder.


                                        Very truly yours,
                                        Kaplan Gottbetter & Levenson, LLP