EX-5.1
ROBSON FERBER FROST CHAN & ESSNER, LLP
530 Fifth Avenue
New York, New York 10036-5101
Tel: (212) 944-2200
Fax: (212) 944-7630
October 26, 2000
Tengasco, Inc.
603 Main Avenue
Knoxville, Tennessee 37902
Re: TENGASCO, INC.
Gentlemen:
We have acted as counsel to Tengasco, Inc. a Tennessee corporation (the
"Company"), in connection with a registration statement on Form S-8 (the
"Registration Statement"), to be filed with the Securities and Exchange
Commission for the purpose of registering an aggregate of 1,000,000 shares (the
"Shares") of common stock, $.001 par value per share (the "Common Stock"), of
the Company under the Securities Act of 1933, as amended (the "Act"), to be
issued in accordance with the Tengasco, Inc. Stock Incentive Plan (the "Plan").
As counsel for the Company, we are familiar with the Certificate of
Incorporation and By-Laws of the Company, and all amendments thereto. We are
also familiar with the form of the Company's stock certificate, and the Plan
pursuant to which shares of Common Stock are to be issued, as well as all
corporate proceedings taken by the Company in connection with the authorization
of the issuance of the Shares. Throughout such examination we have assumed the
genuineness of signatures and accuracy and conformity to original documents of
all copies of documents supplied to us. As to questions of fact material to the
opinion expressed herein, we have, when relevant facts were not independently
determinable, relied upon information furnished to us by officers and directors
of the Company or their duly authorized agents or employees.
Based upon the foregoing, it is our opinion that the Shares being
registered pursuant to the Registration Statement, when issued and paid for
under the Plan, in accordance with the terms of the Plan, will be duly
authorized, validly issued, fully paid and nonassessable.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
/s/ Robson Ferber Front Chan & Essner, LLP
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Robson Ferber Front Chan & Essner, LLP
