Troy & Gould Professional Corporation
                       1801 Century Park East, 16th Floor
                          Los Angeles, California 90067

October 14, 2005

Natural Gas Systems, Inc., Inc.
820 Gessner, Suit 1340
Houston, Texas 77024

Ladies and Gentlemen:

      You have requested our opinion in connection with the filing by Natural
Gas Systems, inc., Inc., a Nevada corporation (the "Company"), of a Registration
Statement on Form SB-2 (the "Registration Statement") with the Securities and
Exchange Commission (the "Commission"), including a related prospectus filed
with the Registration Statement (the "Prospectus"), covering the offering for
resale of up to 6,441,445 shares (the "Shares") of common stock of the Company,
par value $0.001 per share (the "Common Stock"), comprised of 5,191,445 shares
(the "Issued Shares") of Common Stock which are issued and outstanding and
1,250,000 shares (the "Warrant Shares") of Common Stock that are issuable upon
the exercise of outstanding warrants (the "Warrants").

      In connection with this opinion, we have examined and relied upon the
Registration Statement and related Prospectus, the Company's Articles of
Incorporation, as amended to date, the Company's Bylaws, as amended to date, the
Warrants, and originals or copies certified to our satisfaction of such other
records, documents, certificates, memoranda and other instruments as in our
judgment are necessary or appropriate to enable us to render the opinion
expressed below. We have assumed the genuineness and authenticity of all
documents submitted to us as originals, the conformity to originals of all
documents submitted to us as copies thereof and the due execution and delivery
of all documents where due execution and delivery are a prerequisite to the
effectiveness thereof. We have also assumed that the Registration Statement to
be filed by the Company with the Commission will be identical in all material
respects to the form of the Registration Statement that the Company has provided
to us for our review, and that all factual statements made by the Company in the
Registration Statement are accurate and complete.

      The law covered by our opinion is limited to the internal corporate laws
of the State of Nevada. We neither express nor imply any opinion (and we assume
no responsibility) with respect to any other laws or the laws of any other
jurisdiction or with respect to the application or effect of any such laws.

      This opinion is provided to the Company and the Commission for their use
solely in connection with the transactions contemplated by the Registration
Statement and may not be used, circulated, quoted or otherwise relied upon by
any other person or for any other purpose without our express written consent.
The only opinion rendered by us is set forth below, and no opinion may be
implied or inferred beyond that expressly stated below.



      Based upon the foregoing, and in reliance thereon, we are of the opinion
that (i) the Issued Shares are validly issued, fully paid and nonassessable, and
(ii) the Warrant Shares, when issued and paid for in accordance with the terms
of the Warrants, will be validly issued, fully paid and nonassessable.

      We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and further consent to the use of our name wherever
appearing in the Registration Statement. In giving such consent, we do not
thereby admit that we are within the category of persons whose consent is
required under Section 7 of the Securities Act of 1933 or the rules and
regulations of the Commission thereunder.

                                Very truly yours,


                                /s/ Troy & Gould Professional Corporation