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TELETECH HOLDINGS, INC.
1700 Lincoln Street, Suite 1400
Denver, Colorado 80203
James B. Kaufman
Senior Vice President, General Counsel
and Secretary
September 29, 2000
TELETECH HOLDINGS, INC.
1700 Lincoln Street, Suite 1400
Denver, Colorado 80203
Ladies and Gentlemen:
I refer to the Form S-8 Registration Statement (the "Registration Statement")
under the Securities Act of 1933, as amended, to be filed by TeleTech
Holdings, Inc., a Delaware corporation (the "Company"), with the Securities
and Exchange Commission (the "Commission") on October 2, 2000. The
Registration Statement covers 5,200,000 shares of $.01 par value per share
Common Stock of the Company (the "Shares") which may be issued from time to
time in connection with the TeleTech Holdings, Inc. Employee Stock Purchase
Plan, as amended and restated, and the TeleTech Holdings, Inc. 1999 Stock
Option and Incentive Plan, as amended and restated (the "Plans").
I have made such legal and factual examinations and inquiries as I have deemed
advisable for the purpose of rendering this opinion. I am familiar with the
proceedings taken and proposed to be taken in connection with the authorization,
issuance and sale of the Shares. Based on my examination and inquiries, it is my
opinion that the Shares, upon issuance thereof in accordance with the terms of
the Plans will be validly issued, fully paid, and non-assessable.
I hereby consent to the filing of this opinion as an exhibit to the Registration
Statement.
Very truly yours,
/s/ James B. Kaufman
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James B. Kaufman