EXHIBIT 4
XXXXXX X. XXXXX
ATTORNEY AT LAW
Member, D.C. Bar Association (000)000-0000
Member. Ohio Bar Association FAX (000)000-0000
DigiMedia USA. Inc.
0000 Xxxxxxxxx 00xx Xxxxxx
Xxxx Xxxxxxxxxx, Xxxxxxx 00000
November 21, 1996
Ref.: Form S-8 / Consultant Contract
To Whom It May Concern:
Reference is made to your proposed registration
of 680,000 shares of Common Stock of your company
as contemplated by the Registration Statement on Form S-8
filed by DigiMedia USA, Inc. with the Securities and
Exchange Commission under the Securities Act of 1933, as
amended.
I have examined the Consultant Contract and the Option
Agreements which accompany said contract and you
have confirmed that the attachment of four Option
Agreements to this single Consultant Contract is
deliberate, as each of the four Option, Agreements
contemplates a different span of time and, conceivably, a
different price for the stock. I am also familiar with
the Articles of Incorporation and the By-Laws of the
Company and in particular, Section, 4.6 of the By-Laws.
Based upon the foregoing, it is my opinion that
after the Registration Statement shall have become
effective and the shares shall have been issued and
delivered as described in the Consultant Contract and ehe
documents related to it, such shares of Common Stock
will be validly issued, fulty paid and non-assessable.
Consent is hereby given to the use of this Opinion as
part of the Registration Statement referred to above.
Sincerely,
Xxxxxx X. Xxxxx
PO. Box 7468, Canton, Ohio 44705 0000 Xxxxxxxx Xx.
X.X., Xxxxxx. Ohio 44708
