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Exhibit 5.1
Mayer, Brown & Platt
190 South LaSalle Street
Chicago, Illinois 60603
July 18, 2000
Corvis Corporation
7015 Albert Einstein Drive
Columbia, Maryland 21046-9400
Re: Registration Statement on Form S-1
File No. 333-36238
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Ladies and Gentlemen:
We have acted as counsel to Corvis Corporation, a Delaware corporation (the
"Company"), in connection with the corporate proceedings (the "Corporate
Proceedings") taken and to be taken relating to the public offering by the
Company of up to 31,625,000 shares of its common stock, $.01 par value per
share (the "Shares"). We have also participating in the preparation of the
Company's Registration Statement on Form S-1 (File No. 333-36238) (the
"Registration Statement") filed with the Securities and Exchange Commission (the
"Commission") under the Securities Act of 1933, as amended, relating to such
Shares. In this connection, we have examined such corporate and other records,
instruments, certificates and documents as we considered necessary to enable us
to express this opinion.
Based upon the foregoing, we are of the opinion that upon completion of the
Corporate Proceedings, the Shares will have been duly authorized and, when the
Shares are delivered in accordance with the Underwriting Agreement in
substantially the form filed as Exhibit 1.1 to the Registration Statement and
the Corporate Proceedings, will be validly issued, fully paid and non-
assessable.
We hereby consent to the filing of this opinion as Exhibit 5 to the
Registration Statement and to the reference to this firm under the caption
"Legal Matters" in the Prospectus constituting a part of the Registration
Statement.
Very truly yours,
MAYER, BROWN & PLATT
