MICHAEL J. MORRISON
      ATTORNEY AND COUNSELOR AT LAW
      __________________________________________ 1495 RIDGEVIEW DRIVE. SUITE 220
                                                       RENO. NEVADA 69509
                                                         (775) 827-6300
                                                       FAX (775) 827-6311
                                                 E-MAIL MORRISONLAW@PYRAMID.NET
                                                 WEBSITE: WWW.VENTURELAWUSA.COM

                  February 2, 2001



                  SMI Products, Inc.
                  3503 Cedar Locust
                  Sugarland, TX 77479


                  RE:    Form SB-2 Registration statement for 2,516,000
                         Shares of Common Stock


                  Dear Officers and Directors:

                  I have acted as counsel to SMI Products,  Inc. (the "Company")
                  in connection with the registration of 2,516,000 Shares of the
                  Company's Common Stock,  pursuant to a Registration  Statement
                  on  Form  SB-2  (the  "Registration   Statement").   You  have
                  requested my opinion as to certain  matters in connection with
                  said Registration Statement.

                  In my capacity as counsel to the Company,  I have examined and
                  am familiar with the originals or copies,  the authenticity of
                  which  have  been  established  to  my  satisfaction,  of  all
                  documents,  corporate  records  and other  instruments  I have
                  deemed  necessary  to express  the  opinions  hereinafter  set
                  forth.

                  Based on the foregoing,  and upon  consideration of applicable
                  law,  it  is  my  opinion  that  the  2,516,000  Shares  to be
                  registered by the Company are duly authorized, validly issued,
                  fully paid and non-assessable.

                  Furthermore,  I  consent  to the  use of  this  opinion  as an
                  Exhibit  to the  Registration  Statement  and to the use of my
                  name  in  such  Registration  Statement,  and  the  Prospectus
                  included therein, under the heading "Legal Matters".

                  Very truly yours,

                  /S/ Michael J. Morrison

                  Michael J. Morrison, Esq.