EXHIBIT 5.1

                 [Letterhead of Stubbs Alderton & Markiles, LLP]

                                November 7, 2005


SeaLife Corporation
5601 W.  Slauson Avenue, Suite 283
Culver City, California 90230


Ladies/Gentlemen:

         At your request, we have examined the Post-Effective Amendment No. 4 to
Registration Statement on Form S-8 (the "Registration  Statement") to which this
letter is  attached  as  Exhibit  5.1 filed by SeaLife  Corporation,  a Delaware
corporation  (the  "Company"),  in order to register under the Securities Act of
1933, as amended (the "Act"), an additional  1,520,000 shares of common stock of
the  Company  (the  "Shares"),  issuable  pursuant  to  certain  employment  and
consulting  services agreements and the Company's 2004 Stock Award Plan, each as
identified in the Registration Statement (the "Agreements").

         We are of the  opinion  that the Shares have been duly  authorized  and
upon issuance and sale in conformity  with and pursuant to the  Agreements,  and
upon receipt by the Company of the consideration  identified therein, the Shares
will be validly issued, fully paid and non-assessable.

         We consent to the use of this opinion as an Exhibit to the Registration
Statement and to the use of our name in the Prospectus and/or Reoffer Prospectus
constituting a part thereof.


                             Respectfully submitted,

                             /s/ Stubbs Alderton & Markiles, LLP
                             -----------------------------------
                             STUBBS ALDERTON & MARKILES, LLP