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 Registrtion Statement 4± 21K
2: EX-4 Incentive and Option Plan 2± 10K
3: EX-5 Opinion of James E. Pratt, Esq. 1 8K
4: EX-6 Consent of James E. Pratt, Esq. 1 8K
5: EX-24 Powers of Attorney 1 6K
EX-6 — Consent of James E. Pratt, Esq.
EXHIBIT 6.1
(LETTERHEAD)
JAMES E. PRATT
ATTORNEY AT LAW
195 Kildare Road
Garden City, New York 11530
(516) 741-2978 Phone (516) 873-1140 Facsimile
March 20, 2001
Asdar, Inc.
1225 E. Sunset Drive, Suite 145
Bellingham, WA 98226
RE: REGISTRATION STATEMENT ON FORM S-8
We have examined the Registration Statement on Form S-8 (the
"Registration Statement") to be filed by you with the Securities
and Exchange Commission in connection with the registration under
the Securities Act of 1933, as amended, of the total of 474,402
shares of your Common Stock (the "Shares") reserved for issuance
upon exercise of stock incentives/options issued or to be issued
under the 2000 Stock Incentive/Option Plan, as amended, of Asdar,
Inc. (the "Plan"). As your counsel in connection with this
transaction, we have examined the proceedings taken and are
familiar with the proceedings proposed to be taken by you in
connection with the sale and issuance of the shares.
It is our opinion that upon completion of the proceedings being
taken in order to permit such transactions to be carried out in
accordance with the securities laws of the various states, where
required, the shares when issued and sold in the manner described
in the Plan and the Registration Statement will be legally and
validly issued, fully paid and non-assessable.
We consent to the use 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.
Very truly yours,
/s/ James E. Pratt
--------------------
James E. Pratt, Esq.
Dates Referenced Herein and Documents Incorporated by Reference
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