1001  MCKINNEY
                                                          18th  FLOOR
                                                          HOUSTON, TEXAS 77002

  FRANKLIN,  CARDWELL  &  JONES                           713.222.6025 TELEPHONE
  A  PROFESSIONAL  CORPORATION                            713.222.0938 FACSIMILE

                                                          INTERNET:
                                                          http://www.fcj.com
                                                          ------------------


                                                                     EXHIBIT 5.1

February  20,  2003


21st  Century  Technologies,  Inc.
5050  East  Belknap
Haltom  City,  TX  76117


Gentlemen:

We  have  acted as counsel to 21st Century Technologies, Inc. (the "Company"), a
Nevada  corporation,  and  have  participated in the preparation and adoption of
Amendment  No. 1 to the 21st Century Technologies, Inc. 2002 Directors, Officers
and  Consultants  Stock  Option, Stock Warrant and Stock Award Plan (the "Plan")
and  the  preparation of a Registration Statement on Form S-8 (the "Registration
Statement")  with  respect  to  9,500,000 shares (the "Shares") of Common Stock,
$.001  par value, and 9,500,000 warrants (the "Warrants") to purchase the Common
Stock  of  the  Company,  to  be  offered  to directors, officers, employees and
consultants  of  the  Company  pursuant  to  the  Plan.

It is our opinion that the Shares and the Warrants have been duly authorized and
that, when issued either pursuant to a grant of a stock award, upon the exercise
of  an  option  or the conversion of a warrant granted pursuant to the Plan, the
Shares  will  be  validly  issued,  fully  paid  and  nonassessable.

We  hereby  consent  to  the  incorporation  by  reference  in this Registration
Statement  on  Form  S-8 of our opinion regarding the legality of Shares and the
Warrants.

/s/  Franklin,  Cardwell  &  Jones

Franklin,  Cardwell  &  Jones