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EXHIBIT 5.1
Weed & Co. L.P.
4695 MacArthur Court, Suite 530
Newport Beach, CA 92660
Telephone (949) 475-9086
Facsimile (949) 475-9087
July 3, 2000
Board of Directors
Eagle Wireless International, Inc.
101 Courageous Drive
League City, TX 77573
RE: Opinion of Counsel
Greetings:
I have acted as counsel to Eagle Wireless International, Inc. (the "Company")
and certain Selling Stockholders (the "Selling Stockholders") in connection with
the registration under the Securities Act of 1933, as amended (the "Act"), of an
aggregate of 1,425,567 shares (the "Shares") of Eagle Wireless' common stock,
par value $.001 per share (the "Common Stock"), to be sold by the Selling
Stockholders upon the terms and subject to the conditions set forth in Eagle
Wireless' registration statement on Form SB-2 (the "Registration Statement").
In connection therewith, I have examined copies of Eagle Wireless' Certificate
of Incorporation, Bylaws, the corporate proceedings with respect to the offering
of shares, and such other documents and instruments as I have deemed necessary
or appropriate for the expression of the opinions contacted herein. In such
examination, I have assumed the genuineness of all signatures, the authenticity
and completeness of all documents submitted to us as originals, the conformity
to the original documents of all documents submitted to us as copies and the
correctness of all statements of fact contained in such documents.
Based on the foregoing, and having regard for such legal considerations as I
have deemed relevant, I am of the opinion that the Shares to be sold by the
Selling Stockholders by means of the Registration Statement, when sold in
accordance with the terms and conditions set forth in the Registration
Statement, will be duly and validly issued, fully paid and non-assessable.
/s/ RICHARD O. WEED
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Richard O. Weed
