EXHIBIT 5.1
[LETTERHEAD OF COUDERT BROTHERS]
November 1, 2000
American River Holdings
1545 River Park Drive, Suite 107
Sacramento, California 95815
Re: American River Holdings Registration Statement on Form S-8
Ladies and Gentlemen:
With reference to the Registration Statement on Form S-8 dated November
2, 2000, filed by American River Holdings, a California corporation, with the
Securities and Exchange Commission in connection with the registration under the
Securities Act of 1933, as amended, of 679,634 shares of American River Holdings
Common Stock, no par value per share (the "ARH Shares"), to be issued in
connection with the American River Holdings 1995 and 2000 Stock Option Plans,
which Plans are described therein and incorporated by reference as exhibits
thereto:
We are of the opinion that the ARH Shares have been duly authorized and
when issued in accordance with the Plans, will be legally issued, fully paid and
nonassessable. We hereby consent to the filing of this opinion as Exhibit 5.1 to
the Registration Statement.
Very truly yours,
/s/ COUDERT BROTHERS
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