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EXHIBIT 5.1
LOCKE LIDDELL & SAPP LLP
2200 ROSS AVENUE, SUITE 2200
DALLAS, TEXAS 75201
TELEPHONE 214-740-8000; FACSIMILE 214-740-8800
JUNE 5, 2000
3dfx Interactive, Inc.
4435 Fortran Drive
San Jose, CA 95134
RE: REGISTRATION STATEMENT ON FORM S-4
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-4 filed by you with
the Securities Exchange Commission (the "Commission") on June 5, 2000 (the
"Registration Statement"), in connection with the registration under the
Securities Act of 1933, as amended, of 15,037,810 shares of your Common Stock
(the "Shares"). As your counsel in connection with this transaction, we have
examined the proceedings taken and are familiar with the proceedings proposed to
be taken by you in connection with the sales and issuance of the Shares.
It is our opinion that upon conclusion of the proceedings being taken or
contemplated by us, as your counsel, to be taken prior to the issuance of the
Shares, and upon completion of the proceedings being taken in order to permit
such transactions to be carried out in accordance with the securities laws of
the various states where required, the Shares, when issued and sold in the
manner described in the Registration Statement, will be legally and validly
issued, fully paid and non-assessable.
We consent to the use of this opinion as an exhibit to the Registration
Statement, and further consent to the use of our name wherever appearing in the
Registration Statement, including the proxy statement/prospectus/information
statement, constituting a part thereof, and any amendment thereto.
Very truly yours,
LOCKE LIDDELL & SAPP LLP
By: /s/ John B. McKnight
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John B. McKnight
