SEC Info - Score One Inc - ‘S-8’ on 7/31/06

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Score One Inc – ‘S-8’ on 7/31/06 – EX-5

On: Monday, 7/31/06, at 1:47pm ET · Effective: 7/31/06 · Accession #: 1144204-6-30315 · File #: 333-136172

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 7/31/06  Score One Inc                     S-8         7/31/06    4:143K                                   Vintage/FA

Registration of Securities to be Offered to Employees Pursuant to an Employee Benefit Plan — Form S-8
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-8         Registration of Securities to be Offered to         HTML     41K 
                          Employees Pursuant to an Employee                      
                          Benefit Plan                                           
 2: EX-5        Opinion re: Legality                                HTML     14K 
 3: EX-10.1     Material Contract                                   HTML     46K 
 4: EX-23.2     Consent of Experts or Counsel                       HTML      9K

EX-5 — Opinion re: Legality

This exhibit is an HTML Document rendered as filed. [ Alternative Formats ]

EXHIBIT 5

OPINION OF OSWALD & YAP, APC

OSWALD & YAP

Lawyers

Michael A. Oswald

Calvin C.S. Yap

Lynne Bolduc

Richard T. Hsueh

Carol A. Gefis

John D. Tran

Hubert H. Kuo

Ruba R. Qashu

Min K. Chai

Zachary D. Reeves

William J. Edwards

Aisha Shelton Adam

David J. Williams

A Professional Corporation

16148 Sand Canyon

Irvine, California 92618

Telephone (949) 788-8900

Telefax: (949) 788-8980

Northern California Office

One Maritime Plaza

Suite 1040

San Francisco, California 94111

Midwest Office

53 West Jackson Boulevard

Suite 1550

Chicago, Illinois 60604

Of Counsel

John Allured

Thomas G. Gardiner

July 28, 2006

Securities and Exchange Commission

450 Fifth Street, N.W.

Judiciary Plaza

Washington, DC 20549

Re: Score One, Inc.

Ladies and Gentlemen:

This office represents Score One, Inc., a Nevada corporation (the “Registrant”) in connection with the Registrant's Registration Statement on Form S-8 under the Securities Act of 1933 (the "Registration Statement"), which relates to the registration of a total of 6,000,000 shares of the Registrant's common stock issuable under the Registrant’s 2006 Incentive and Nonstatutory Stock Option Plan (the “Registered Securities"). In connection with our representation, we have examined such documents and undertaken such further inquiry as we consider necessary for rendering the opinion hereinafter set forth.

Based upon the foregoing, it is our opinion that the Registered Securities, when sold as set forth in the Registration Statement, will be legally issued, fully paid and nonassessable.

We acknowledge that we are referred to under the heading "Legal Matters" in the Prospectus which is a part of the Registrant's Form S-8 Registration Statement relating to the Registered Securities, and we hereby consent to such use of our name in such Registration Statement and to the filing of this opinion as Exhibit 5 to the Registration Statement and with such state regulatory agencies in such states as may require such filing in connection with the registration of the Registered Securities for offer and sale in such states.


		/s/ Oswald & Yap___
		Oswald & Yap, APC

Dates Referenced Herein

This ‘S-8’ Filing	Date	Other Filings

Filed on / Effective on:	7/31/06	None on these Dates
	7/28/06
		List all Filings

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