April 12, 2005

Medical Staffing Solutions, Inc.
8150 Leesburg Pike, Suite 1200
Vienna, Virginia  22182

Ladies and Gentlemen:

      We  have  acted  as your  counsel  in  connection  with  the  Registration
Statement on Form SB-2 (the "Registration  Statement") filed with the Securities
and Exchange  Commission  under the  Securities Act of 1933 (the "1933 Act") for
the  registration  of 102,000,000  shares of common stock,  par value $0.001 per
share,  of  Medical  Staffing   Solutions,   Inc.,  a  Nevada  corporation  (the
"Company").  The Registration  Statement  includes for registration  100,000,000
shares  of  Common  Stock  to be  issued  under a  Standby  Equity  Distribution
Agreement (the "Equity  Shares") and 1,000,000  shares of Common Stock issued in
exchange for consulting services (the "Consulting  Shares") and 1,000,000 shares
of Common Stock to be issued in exchange for consulting  services (the "Escrowed
Shares"). The Equity Shares, the Consulting Shares and the Escrowed Shares shall
be referred to collectively as the "Shares".

      You have  requested  our  opinion  as to the  matters  set forth  below in
connection  with the  Registration  Statement.  For purposes of  rendering  this
opinion, we have examined the Registration Statement,  the Company's articles 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 have  assumed the  genuineness  of
signatures  on the  documents  we have  examined,  the  conformity  to authentic
original  documents of all  documents  submitted to us as copies,  and have also
made the assumptions that are customary in opinion letters of this kind. We have
not verified any of those assumptions

      This  opinion is  rendered as of the date of this letter and is limited to
matters of Nevada corporate law, including  applicable  provisions of the Nevada
Constitution and reported judicial decisions interpreting those laws. We express
no  opinion as to the laws of any other  state,  the  federal  law of the United
States, or the effect of any applicable federal or state securities laws.

      Based upon and subject to the foregoing, it is our opinion that the Equity
Shares and the Escrowed  Shares are duly  authorized for issuance by the Company
and,  when issued and paid for as  described in the  Prospectus  included in the
Registration  Statement,  will be validly issued, fully paid, and nonassessable,
and that the  Consulting  Shares  previously  issued  by the  Company  were duly
authorized  for issuance,  validly  issued,  fully paid and  nonassessable  when
issued.

      We consent to the filing of this opinion as an exhibit to the Registration
Statement and to the reference to this firm in the related  Prospectus under the
caption  "Legal  Matters".  In giving our consent we do not admit that we are in
the category of persons  whose  consent is required  under Section 7 of the 1933
Act or the rules and regulations under such act.

                                                     Very truly yours,


                                                     Burton, Bartlett & Glogovac