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EXHIBIT 5.1
MEADE INSTRUMENTS CORPORATION
[LOGO] 6001 OAK CANYON, IRVINE, CALIFORNIA 92618 U.S.A.
PHONE: (949) 451-1450; FAX: (949) 451-1460; www.meade.com
August 2, 2000
Meade Instruments Corp.
6001 Oak Canyon
Irvine, CA 92620
Re: Registration Statement on Form S-8 of Meade Instruments Corp.
(the "Company")
Ladies and Gentlemen:
In my capacity as Vice President and General Counsel of Meade
Instruments Corp., a Delaware corporation (the "Company"), I have, at your
request, examined the Registration Statement on Form S-8 to be filed with the
Securities and Exchange Commission in connection with the registration under the
Securities Act of 1933, as amended, of 260,000 shares of Common Stock, $.01 par
value, of the Company (the "Common Stock"), and additional rights (together with
the Common Stock, the "Shares"), to be issued pursuant to the Rudolf Bresser
Nonqualified Stock Option Agreement (the "Plan"). I have examined the
proceedings heretofore taken and to be taken in connection with the
authorization of the Plan and the Shares to be issued pursuant to and in
accordance with the Plan.
Based upon such examination and upon such matters of fact and law as I
have deemed relevant, I am of the opinion that the Shares have been duly
authorized by all necessary corporate action on the part of the Company and,
when issued in accordance with such authorization, the provisions of the Plan
and relevant agreements duly authorized by and in accordance with the terms of
the Plan, will be validly issued, fully paid and nonassessable.
This opinion is furnished by me as counsel for the Company. I consent to
the use of this opinion as an exhibit to the Registration Statement.
Respectively submitted,
MEADE INSTRUMENTS CORP.
/s/ Mark D. Peterson
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Mark D. Peterson
Vice President and General Counsel
