Attached files

file filename
S-1/A - MedClean Technologies, Inc.v178391_s1a.htm
EX-23.1 - MedClean Technologies, Inc.v178391_ex23-1.htm
EX-10.16 - MedClean Technologies, Inc.v178391_ex10-16.htm
 
 
March 26, 2010

MedClean Technologies, Inc.
3 Trowbridge Drive
Bethel, Connecticut 06801

Gentlemen:
 
You have requested our opinion, as counsel for MedClean Technologies, Inc., a Delaware corporation (the “Company”), in connection with Amendment No.2 to the Form S-1 registration statement, under the Securities Act of 1933 (the “Act”), filed by the Company with the Commission.

The Registration Statement relates to an offering of 172,500,000 shares of the Company’s common stock.

We have examined such records and documents and made such examination of laws as we have deemed relevant in connection with this opinion. It is our opinion that the shares of common stock to be sold by the selling shareholders have or will have been duly authorized and are or will be legally issued, fully paid and non-assessable.

No opinion is expressed herein as to any laws other than the state of Delaware of the United States. This opinion opines upon Delaware law including the statutory provisions, all applicable provisions of the Delaware Constitution and reported judicial decisions interpreting those laws.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement, the use of our name under the caption “Legal Matters” and to the reference to our firm under the caption “Experts” in the Registration Statement. In so doing, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Act and the rules and regulations of the Commission promulgated thereunder.

Very truly yours,

ANSLOW & JACLIN, LLP

By: /s/ Anslow & Jaclin, LLP 
   
 
195 Route 9 South, Suite 204, Manalapan, New Jersey 07726
Tel: (732) 409-1212 Fax: (732) 577-1188