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EXHIBIT 5.1
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
8911 CAPITAL OF TEXAS HIGHWAY, SUITE 3350
AUSTIN, TEXAS 78759
TELEPHONE: 512-338-5400 FACSIMILE 512-338-5499
WWW.WSGR.COM
May 4, 2000
Microtune, Inc.
2540 East Plano Parkway, Suite 188
Plano, Texas 75074
RE: REGISTRATION STATEMENT ON FORM S-1
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-1 to be filed by you
with the Securities and Exchange Commission on May 4, 2000 (the "Registration
Statement") in connection with the registration under the Securities Act of
1933, as amended, of up to $57,500,000 worth of common stock (including shares
issuable upon exercise of the underwriters' over-allotment option) of Microtune,
Inc. (the "Shares"). As your counsel in connection with this transaction, we
have examined the proceedings proposed to be taken in connection with such sale
and issuance of the Shares.
It is our opinion that, upon completion of the proceedings being taken or
contemplated by us, as your counsel, to be taken prior to the issuance of the
Shares, the Shares when issued and sold in the manner referred to in the
Registration Statement will be legally and validly issued, fully paid and
nonassessable.
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, including the prospectus constituting a part thereof,
and any amendment thereto.
Very truly yours,
WILSON, SONSINI, GOODRICH & ROSATI
Professional Corporation
/s/ Wilson Sonsini Goodrich & Rosati
