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Exhibit 5.1
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Wilson Sonsini Goodrich & Rosati
Professional Corporation
650 Page Mill Road
Palo Alto, California 94304
(650) 493-9300 (tel.) (650) 493-6811 (fax.)
September 28, 2000
Cobalt Networks, Inc.
555 Ellis Street
Mountain View, CA 94043
Re: Registration Statement on Form S-8
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Gentlemen:
We have examined the Registration Statement on Form S-8 to be filed by you
with the Securities and Exchange Commission on or about September 28, 2000 (the
"Registration Statement") in connection with the registration under the
Securities Act of 1933, as amended, of an aggregate of 633 shares of your Common
Stock (the "Shares") under the Chili!Soft, Inc. 1999 Stock Option Plan (the
"Option Plan"). As your counsel in connection with this transaction, we have
examined the proceedings taken and are familiar with the proceedings proposed to
be taken by you in connection with the issuance and sale of the Shares pursuant
to the Option Plan.
It is our opinion that, when issued and sold in the manner described in the
Option Plan and pursuant to the agreements which accompany each grant under the
Option Plan, the Shares will be legally and validly issued, fully-paid and non-
assessable.
We consent to the use of this opinion as an exhibit to the Registration
Statement, and further consent to the use of our name wherever appearing in the
Registration Statement and any amendments thereto.
Very truly yours,
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
/s/ Wilson Sonsini Goodrich & Rosati
