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EXHIBIT 5.1
[DORSEY & WHITNEY LLP LETTERHEAD]
Stockpoint, Inc.
2600 Crosspark Road
Coralville, IA 52241
Re: Registration Statement on Form S-1
SEC File No. 333-33784
Ladies and Gentlemen:
We have acted as counsel to Stockpoint, Inc., a Delaware corporation
(the "Company"), in connection with a Registration Statement on Form S-1 (the
"Registration Statement") relating to the sale by the Company of up to 5,750,000
shares of the Company's common stock, par value $.01 per share (including
750,000 shares to be subject to the underwriters' overallotment option) (the
"Common Stock").
We have examined such documents and have reviewed such questions of law
as we have considered necessary and appropriate for the purposes of our opinions
set forth below. In rendering our opinions, we have assumed the authenticity of
all documents submitted to us as originals, the genuineness of all signatures
and the conformity to authentic originals of all documents submitted to us as
copies. We have also assumed the legal capacity for all purposes relevant hereto
of all natural persons and, with respect to all parties to agreements or
instruments relevant hereto other than the Company, that such parties had the
requisite power and authority (corporate or otherwise) to execute, deliver and
perform such agreements or instruments, that such agreements or instruments have
been duly authorized by all requisite action (corporate or otherwise), executed
and delivered by such parties and that such agreements or instruments are the
valid, binding and enforceable obligations of such parties. As to questions of
fact material to our opinions, we have relied upon certificates of officers of
the Company and of public officials. We have also assumed that the Common Stock
will be issued and sold as described in the Registration Statement.
Based on the foregoing, we are of the opinion that the shares of Common
Stock to be sold by the Company pursuant to the Registration Statement have been
duly authorized and, upon issuance, delivery and payment therefor as described
in the Registration Statement, will be validly issued, fully paid and
nonassessable.
Our opinions expressed above are limited to the Delaware General
Corporation Law.
We hereby consent to your filing of this opinion as an exhibit to the
Registration Statement, and to the reference to our firm under the heading
"Legal Matters" in the prospectus constituting part of the Registration
Statement.
Dated: August 31, 2000
Very truly yours,
/s/ Dorsey & Whitney LLP
TOM/kcc
