Attached files
EXHIBIT 5.1 and 23.1
Joel Bernstein
Attorney and Counselor-at-Law
Suite 104 305-409-4500
2666 Tigertail Avenue Fax: 786-513-8522
Miami, Florida 33133 Jberns@jberns.com
December 27, 2010
Dixie Foods International, Inc.
115 N.E. 6th Blvd.
Williston, FL 32696
Greetings:
I have acted as special counsel to Dixie Foods International, Inc., a Florida
corporation (the "Company"), in connection with the filing by the Company of a
registration statement on Form S-1 with the Securities and Exchange Commission
(the "Registration Statement") relating to an aggregate of 20,000 shares of the
Company's Series A Convertible Preferred Stock (the "Convertible Stock") and
2,000,000 shares of the Company's Common Stock (the "Common Stock") which may be
issued upon conversion of the Convertible Stock.
It is my opinion that the shares of Convertible Stock and Common Stock to be
offered pursuant to the Registration Statement have been duly authorized and
when sold and issued in the manner specified in the Registration Statement will
be validly issued, fully paid and non-assessable.
I consent to the use of my name in the Registration Statement in the section of
the Prospectus entitled "Legal Matters" and the filing of this letter as an
exhibit to the Registration Statement.
Yours very truly,
/s/ Joel Bernstei