<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>3
<FILENAME>ex5-1.txt
<DESCRIPTION>EXHIBIT 5.1
<TEXT>
Exhibit 5.1


                  (JOSEPH I. EMAS, ATTORNEY-AT-LAW LETTERHEAD)
Board of Directors

RE:      ENTECH ENVIRONMENTAL TECHNOLOGIES, INC.

      Registration Statement on Form SB-2

Ladies and Gentlemen:

As counsel  for the  Company,  I have  examined  the  Company's  certificate  of
incorporation,   by-laws,  and  such  other  corporate  records,  documents  and
proceedings and such questions of laws I have deemed relevant for the purpose of
this opinion.

I have also,  as counsel for the Company,  examined the  Registration  Statement
(the  "Registration  Statement")  of your  Company  on Form SB-2,  covering  the
registration  under the Securities  Act of 1933 of up to  110,244,587  shares of
Common Stock, $0.001 par value of the Company.

My review has also  included  the form of  prospectus  for the  issuance of such
securities (the "Prospectus") filed with the Registration Statement.

On the basis of such examination, I am of the opinion that:

1. The Company is a corporation duly authorized and validly existing and in good
standing under the laws of the State of Florida, with corporate power to conduct
its business as described in the Registration Statement.

2. The Company has an authorized  capitalization of 100,000,000_shares of Common
Stock and 10,000,000 shares of Preferred Stock.

3. The shares of Common Stock offered  hereby will be duly and validly issued as
fully  paid and  non-assessable,  the  shares of Common  Stock to be issued  and
outstanding  in the  event of the  exercise  of the  Warrants  described  in the
Registration  Statement are duly and validly  authorized  and, upon the issuance
thereof,  will be duly and validly issued as fully paid and non-assessable,  and
the  shares of Common  Stock to be issued  and  outstanding  in the event of the
conversion of the promissory notes described in the  Registration  Statement are
duly and validly  authorized  and, upon the issuance  thereof,  will be duly and
validly issued as fully paid and non-assessable


4. The shares of Common  Stock  currently  issued and  outstanding  are duly and
validly issued as fully paid and non-assessable.


This  opinion   includes  my  opinion  on  Florida  law  including  the  Florida
Constitution,  all  applicable  provisions  of Florida  statutes,  and  reported
judicial decisions interpreting those laws.


3. The units offered and the shares of Common Stock to be issued and outstanding
in the event of the  exercise  of the  Warrants  described  in the  Registration
Statement are duly and validly  authorized and, upon the issuance thereof,  will
be duly and validly issued as fully paid and non-assessable.

This  opinion   includes  my  opinion  on  Nevada  law   including   the  Nevada
Constitution,  all  applicable  provisions  of  Nevada  statutes,  and  reported
judicial decisions interpreting those laws.

This opinion letter is limited to the matters  stated herein,  and no opinion is
implied  or may be  inferred  beyond the  matters  expressly  stated.  We hereby
consent  to the use of our  opinion  as herein  set forth as an  exhibit  to the
Registration  Statement  and to the use of our name  under  the  caption  "Legal
Matters" in the  prospectus  forming a part of the  Registration  Statement.  In
giving this consent,  we do not hereby admit that we come within the category of
persons whose consent is required  under Section 7 of the  Securities Act or the
rules  and  regulations  of  the  SEC  promulgated  thereunder  or  Item  509 of
Regulation S-K.
.


Very truly yours,
/s/    JOSEPH I. EMAS
------------------------------------------------------
JOSEPH I. EMAS, ESQUIRE
</TEXT>
</DOCUMENT>
