EXHIBIT 5.1
DAVEL COMMUNICATIONS, INC.
10120 Windhorst Road
Tampa, Florida 33619
December 22, 2000
Davel Communications, Inc.
10120 Windhorst Road
Tampa, Florida 33619
Ladies and Gentlemen:
I am Senior Vice President of Regulatory and External Affairs, General
Counsel and Corporate Secretary of Davel Communications, Inc. (the "Company")
and have advised the Company in connection with the registration by the Company
under the Securities Act of 1933 on a Form S-8 Registration Statement (the
"Registration Statement") of 1,000,000 shares (the "Registered Shares") which
may be sold by the Company pursuant to the Davel Communications, Inc. 2000
Long-Term Equity Incentive Plan (the "Plan").
Subject to the limitations stated in this letter, it is my opinion that
Registered Shares delivered by the Company upon exercise of any option duly
authorized and granted under the Plan will, upon the delivery and receipt by the
Company of all consideration owed to the Company under the terms of that option
and the Plan (which shall in no event be less than the par value per Registered
Share), be validly issued, fully paid and nonassessable.
I have relied upon an assurance from the Company's transfer agent and
registrar that the number of shares which the Company is authorized to issue in
its Certificate of Incorporation exceeds the number of shares outstanding and
the number of shares which the Company is obligated to issue (or had otherwise
reserved for issuance) for any purposes other than issuance in connection with
options granted under the Plan by at least the number of shares which may be
issued in connection with the Plan and I have assumed that such condition will
remain true at all future times relevant to this opinion. I have assumed that
the Company will cause certificates representing Registered Shares issued in the
future to be properly executed and delivered and will take all other actions
appropriate for the issuance of such shares. I have also assumed for purposes of
this opinion that, if the Company shall utilize for purposes of any options
granted under the Plan any shares reacquired by the Company after initial
issuance, such shares were whenever previously issued or delivered by the
Company duly
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authorized, validly issued, fully paid and nonassessable. My opinion does not
cover any law other than the Delaware General Corporation Law.
I consent to the filing of this letter as an exhibit to the Registration
Statement. In giving this consent, I do not thereby admit that I come within the
category of persons whose consent is required under Section 7 of the Securities
Act of 1933, as amended, or the rules and regulations of the Securities and
Exchange Commission thereunder.
Sincerely,
/s/ Bruce W. Renard
Bruce W. Renard
