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Exhibit 5.1
September 7, 2000
META Group, Inc.
208 Harbor Drive
Stamford, Connecticut 06912-0061
Re: REGISTRATION STATEMENT ON FORM S-3 RELATING TO
263,690 SHARES OF COMMON STOCK
Dear Sir or Madam:
Reference is made to the above-captioned Registration Statement on Form
S-3 (the "Registration Statement") filed by META Group, Inc. (the "Company") on
the date hereof with the Securities and Exchange Commission under the Securities
Act of 1933, as amended, relating to an aggregate of 263,690 shares of Common
Stock, par value $.01 per share, of the Company (the "Shares").
We have reviewed the corporate proceedings taken by the Board of Directors
of the Company with respect to the authorization and issuance of the Shares. We
have also examined and relied upon originals or copies, certified or otherwise
authenticated to our satisfaction, of all corporate records, documents,
agreements or other instruments of the Company and have made all investigations
of law and have discussed with the Company's officers all questions of fact that
we have deemed necessary or appropriate.
We are only members of the bar of the Commonwealth of Massachusetts and
are not expert in, and express no opinion regarding, the laws of any
jurisdiction other than the Commonwealth of Massachusetts, the General
Corporation Law of the State of Delaware and the United States of America.
Based on the foregoing, we are of the opinion that the Shares are validly
issued, fully paid and nonassessable.
We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement and further consent to the use of our name wherever
appearing in the Registration Statement and any amendments thereto.
Very truly yours,
/s/ Testa, Hurwitz & Thibeault, LLP
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TESTA, HURWITZ & THIBEAULT, LLP
