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Exhibit 5.1
Opinion of Akerman, Senterfitt & Eidson, P.A.
regarding the legality of the Class A common stock being registered
September 27, 2000
SBA Communications Corporation
One Town Center Road
Third Floor
Boca Raton, Florida 33486
Ladies and Gentlemen:
We have acted as counsel to SBA Communications Corporation, a Florida
corporation (the "Company"), in connection with the preparation and filing with
the Securities and Exchange Commission of a Registration Statement on Form S-4
(the "Registration Statement"), under the Securities Act of 1933, as amended
(the "Securities Act"), relating to the offering by the Company of up to an
aggregate of 1,000,000 shares (the "Shares") of the Company's Class A common
stock, $.01 par value per share (the "Class A Common Stock"), which may be
issued from time to time.
In so acting, we have examined originals, or copies certified or otherwise
identified to our satisfaction, of such documents, records, certificates and
other instruments of the Company as in our judgment are necessary or appropriate
for purposes of this opinion. We have assumed that the issuance of the Class A
Common Stock will have been duly authorized and certificates evidencing the
shares of Class A Common Stock will have been duly executed and delivered,
against receipt of the consideration approved by the Board of Directors of the
Company or a committee thereof which will be not less than the par value
thereof.
Based upon the foregoing examination, we are of the opinion that the
Shares, when and to the extent issued and sold by the Company, will be duly
authorized, validly issued, fully paid and non-assessable.
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We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the use of our name under the caption "Legal
Matters" in the Registration Statement. In giving such consent, we do not
thereby admit that we are included within the category of persons whose consent
is required under Section 7 of the Securities Act or the rules and regulations
of the Commission thereunder.
Sincerely,
AKERMAN, SENTERFITT & EIDSON, P.A.
