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Exhibit 5.1
ATER WYNNE LLP
222 S.W. Columbia, Suite 1800
Portland, Oregon 97201
(503)226-1191 (phone)
(503)226-0079 (fax)
July 18, 2000
Board of Directors
Pixelworks, Inc.
7700 S.W. Mohawk Street
Tualatin, OR 97062
Gentlemen:
In connection with the registration of 1,500,000 shares of common
stock, par value $.001 per share (the "Common Stock"), of Pixelworks, Inc.,
an Oregon corporation (the "Company"), under the Registration Statement on
Form S-8 to be filed with the Securities and Exchange Commission on July 19,
2000, and the proposed offer and sale of the Common Stock pursuant to the
terms of the Company's 2000 Employee Stock Purchase Plan (the "Plan") we have
examined such corporate records, certificates of public officials and
officers of the Company and other documents as we have considered necessary
or proper for the purpose of this opinion.
Based on the foregoing and having regard to legal issues which we
deem relevant, it is our opinion that the shares of Common Stock to be
offered pursuant to the Plan when such shares have been delivered against
payment therefor as contemplated by the Plan, will be validly issued, fully
paid and non-assessable.
We hereby consent to the filing of this opinion as an exhibit to the
above-mentioned registration statement.
Very truly yours,
/s/ Ater Wynne LLP
Ater Wynne LLP
