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Exhibit 5
OPINION AND CONSENT OF GIBSON, DUNN & CRUTCHER LLP
July 25, 2000
Hall, Kinion & Associates
185 Berry Street
China Basin Landing, Suite 6440
San Francisco, California 94107
Re: Registration Statement on Form S-8
Ladies and Gentlemen:
We refer to your registration on Form S-8 (the "Registration Statement")
under the Securities Act of 1933, as amended, of 314,047 shares of Common Stock
of Hall, Kinion & Associates, Inc. (the "Company") under the Company's 1997
Stock Option Plan, and 157,023 shares of Common Stock of the Company under the
Company's IT Professional Stock Plan. We advise you that, in our opinion, when
such shares have been issued and sold pursuant to the applicable provisions of
the Company's 1997 Stock Option Plan and the Company's IT Professional Stock
Plan, and in accordance with the Registration Statement, such shares will be
validly issued, fully paid and nonassessable shares of the Company's Common
Stock.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
\s\ GIBSON, DUNN & CRUTCHER LLP
