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EXHIBIT 5.1
November 14, 2000
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, DC 20549
Ladies and Gentlemen:
We are acting as counsel for West Pointe Bancorp, Inc., an Illinois corporation
(the "Company"), in connection with the preparation and filing of a Registration
Statement on Form S-8 (the "Registration Statement") with the Securities and
Exchange Commission under the Securities Act of 1933, as amended. The
Registration Statement relates to 50,000 shares of the Company's common stock,
$1.00 par value per share, issuable under the West Pointe Bancorp, Inc. 1998
Stock Option Plan (the "Plan").
In connection herewith, we have examined and relied without independent
investigation as to matters of fact upon such certificates of public officials,
such statements and certificates of officers of the Company and originals or
copies certified to our satisfaction of the Registration Statement, the
Certificate of Incorporation and Bylaws of the Company as amended and now in
effect, proceedings of the Board of Directors of the Company and such other
corporate records, documents, certificates and instruments as we have deemed
necessary or appropriate in order to enable us to render this opinion. In
rendering this opinion, we have assumed the genuineness of all signatures on all
documents examined by us, the due authority of the parties signing such
documents, the authenticity of all documents submitted to us as originals and
the conformity to the originals of all documents submitted to us as copies.
Based upon and subject to the foregoing, it is our opinion that the
50,000 shares of common stock of the Company covered by the Registration
Statement, have been duly authorized by all necessary action and, when issued on
exercise of options granted pursuant to the Plan, will be legally issued, fully
paid and non-assessable shares of common stock of the Company.
This opinion is not rendered with respect to any laws other than the
laws of the State of Illinois and the Federal law of the United States. We
hereby consent to the filing of this opinion as Exhibit 5.1 to the Registration
Statement.
Very truly yours,
BRYAN CAVE LLP
