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Exhibit 5
Harris Corporation
1025 West NASA Boulevard
Melbourne, Florida 32919
October 31, 2000
Board of Directors
Harris Corporation
1025 West NASA Boulevard
Melbourne, Florida 32919
RE: HARRIS CORPORATION 2000 STOCK INCENTIVE PLAN
-- REGISTRATION STATEMENT ON FORM S-8
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Ladies and Gentlemen:
I am Corporate and Finance Counsel of Harris Corporation, a Delaware
corporation ("Harris"), and in such capacity have acted as counsel for Harris in
connection with the proposed registration under the Securities Act of 1933, as
amended, of up to 10,000,000 shares of Harris' Common Stock, par value $1.00 per
share (the "Shares"), which may be issued by Harris pursuant to the Harris
Corporation 2000 Stock Incentive Plan (the "Plan").
In connection therewith, I have examined such corporate records and
other documents and instruments, including the Registration Statement on Form
S-8 relating to the Shares (the "Registration Statement"), as I have deemed
necessary to express the opinions contained herein. In the examination of such
documents and instruments, I have assumed the genuineness of all signatures and
the authenticity of all documents submitted to me as originals and the
conformity to those original documents of all documents submitted to me as
certified or photostatic copies.
I am admitted to the Bar of the State of New York. The opinions
expressed herein are limited in all respects to the Federal laws of the United
States of America and the General Corporation Law of the State of Delaware.
On the basis of the foregoing examination and review, I am of the
opinion that:
1. Harris is a corporation duly incorporated and validly existing under
the laws of the State of Delaware.
2. The Shares have been duly authorized by all necessary corporate
action on the part of Harris and, when issued in accordance with the terms of
the Plan, will be validly issued, fully paid and non-assessable.
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Board of Directors
Harris Corporation
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The opinions expressed herein are rendered only to Harris Corporation
in connection with the matters addressed herein and may not be relied upon by
any person or entity for any purpose without my prior written consent.
I hereby consent to the filing of this opinion with the Securities and
Exchange Commission as an exhibit to the Registration Statement. In giving this
consent, I do not admit that I am in the category of persons whose consent is
required under Section 7 of the Securities Act of 1933 or the rules and
regulations of the Securities and Exchange Commission thereunder.
Very truly yours,
/s/ Scott T. Mikuen
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Scott T. Mikuen
