EXHIBIT 5.1
                                   LEGAL OPINION


October 4, 2002

Alternet Systems Inc.
815 West Hastings Street, Suite 280
Vancover, British Columbia V6C 2TB

Re:     Alternet Systems Inc. (the "Corporation")
        Registration Statement on Form SB-2/A (the "Registration
        Statement") dated October 4, 2002

Gentlemen:

We have acted as counsel to the Corporation in connection with
the preparation of the Registration Statement filed with the Securities and
Exchange Commission pursuant to the Securities Act of 1933, as amended (the
"1933 Act"), relating to the proposed public offering of up to 8,443,028 shares
of the Corporation's Common Stock, par value $0.00001 per share (the "Common
Stock").

We are furnishing this opinion to you in accordance with Item 601(b)(5) of
Regulation S-B promulgated under the 1933 Act for filing as Exhibit 5.1 to the
Registration Statement.

We are familiar with the Registration Statement, and we have examined the
Corporation's Articles of Incorporation, as amended to date, the Corporation's
Bylaws, as amended to date, and minutes and resolutions of the Corporation's
Board of Directors and shareholders. We have also examined such other documents
certificates, instruments and corporate records, and such statutes, decisions
and questions of law as we have deemed necessary or appropriate for the purpose
of this opinion.  We have relied upon these documents together with the audited
financial statements of the Corporation in expressing our opinion below.

The opinions expressed herein are limited to the Nevada General
Corporation Law.

We do not express any opinion concerning any law other than the
Nevada General Corporation Law.

Based upon the foregoing, we are of the opinion that the shares
of Common Stock to be sold by the Selling Stockholders (as defined in the
Registration Statement) to the public, when issued and sold in the manner
described in the Registration Statement (as amended), will be validly issued,
fully paid and non-assessable.

We hereby consent to the filing of this opinion as an Exhibit to the
Registration Statement and to the use of our name in the Prospectus
Constituting a part thereof in connection with the matters referred to under
the caption  "Legal Matters."

Very truly yours,


CD FARBER LAW CORPORATION