OPINION OF COUNSEL

Spitzer & Feldman P.C.
405 Park Avenue
New York, N.Y. 10022








April 25, 2003

Corporate Roadshow.com, Inc.
80 Orville Drive - Suite 100
Bohemia, New York 11716

Re: REGISTRATION STATEMENT ON FORM SB-2

Dear Ladies and Gentlemen:

Reference is made to the registration statement on Form SB-2 filed
by Corporate Roadshow.com, Inc., a corporation incorporated under the laws of
New York (the "Company"), with the United States Securities and Exchange
Commission on the date hereof (the "Registration Statement"), relating to the
registration under the Securities Act of 1933, as amended, of up to 2,500,000
common shares of the Company, $0.0001 par value (collectively, the "Shares"),
including authorized but unissued Shares being offered by the Company. The
Shares are to be sold to the public as follows: (i) 2,000,000 by the Company on
a self-underwritten basis; and (ii) 500,000 by the selling shareholder. The
Shares, when sold, will be legally issued, fully paid and non-assessable.

We consent to all references to us that appear in the Registration
Statement, the prospectus constituting a part thereof and any amendments or
supplements thereto.

Best regards,

/s/ Spitzer & Feldman P.C.
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SPITZER & FELDMAN P.C.