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Exhibit 5.1
November 1, 2000
Quicksilver Resources Inc.
777 West Rosedale Street, Suite 300
Fort Worth, Texas 76104
Re: Quicksilver Resources Inc.
Ladies and Gentlemen:
We have assisted in the preparation and filing by Quicksilver Resources
Inc. (the "Company") of a Registration Statement on Form S-3, dated November
1, 2000 (the "Registration Statement"), relating to the sale of up to
1,639,647 shares (the "Shares") of Common Stock, $0.01 par value (the "Common
Stock"), of the Company. Such shares are to be sold by the selling stockholders
named in the Registration Statement.
Our opinion is limited in all respects to the substantive law of the Sate
of Texas, the federal law of the United States, and the Delaware General
Corporation Law, and we assume no responsibility as to the applicability
thereto, or to the effect thereon, of the laws of any other jurisdiction.
As counsel to the Company, we have examined the Registration Statement, the
Company's Restated Certificate of Incorporation, its Bylaws, and other corporate
records of the Company and have made such other investigations as we have deemed
necessary as a basis for the opinion hereinafter set forth. For purposes of
this opinion we have assumed the genuineness of all signatures on all documents,
the authenticity of all documents submitted to us as originals, the conformity
to the originals of all documents submitted to us as copies, and the correctness
and accuracy of all facts set forth in all certificates and documents that we
have examined.
Based upon and subject to the foregoing, we are of the opinion that
issuance of the Shares was duly authorized and the Shares are validly issued,
fully paid and nonassessable.
This opinion is limited to the matters stated herein and no opinion is
implied or may be inferred beyond the matters expressly stated. We hereby
consent to the use of our name in the Registration Statement under the caption
"Validity of Common Stock" in the related Prospectus and consent to the filing
of this opinion as an exhibit thereto.
Very truly yours,
CANTEY & HANGER, L.L.P.
By: /s/ Dean A. Tetirick
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Dean A. Tetirick, Partner
