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Exhibit 5.1
O'Melveny & Myers LLP
400 South Hope Street
Los Angeles, CA 90071
Telephone 213/430-6643
Facsimile 213/430-6407
July 7, 2000
Fremont General Corporation
2020 Santa Monica Blvd., Suite 600
Santa Monica, California 90404
Re: Registration Statement of Fremont General Corporation
Ladies and Gentlemen:
This opinion is rendered in connection with the filing by Fremont General
Corporation, a Nevada corporation (the "Company"), of a Registration Statement
on Form S-8 (the "Registration Statement") under the Securities Act of 1933, as
amended, to register 2,187,900 shares of the Common Stock, par value $1.00 per
share, of the Company (the "Shares") to be issued pursuant to the Company's 1997
Stock Plan (the "Plan").
In our capacity as your counsel, we have examined originals or copies of
those corporate and other records and documents we considered appropriate.
On the basis of such examination, our reliance upon the assumptions in this
opinion and our consideration of those questions of law, we considered relevant,
and subject to the limitation and qualifications in this opinion, we are of the
opinion that, when the Shares are (i) issued and paid for in accordance with any
appropriate action or authorization by the Board of Directors of the Company or
an authorized committee thereof as required or contemplated under the Plan, (ii)
issued and paid for in accordance with the provisions of the Plan and relevant
agreements duly authorized by and completed in accordance with the terms of the
Plan, and (iii) evidenced by certificates countersigned by a duly authorized
signatory of the registrar for the Company's Common Stock, the Shares will be
duly authorized by all necessary corporate action on the part of the Company and
will be validly issued, fully paid and non-assessable.
We hereby consent to the filing of this opinion as Exhibit 5.1 to the
Registration Statement.
Respectfully submitted,
O'MELVENY & MYERS LLP
July 7, 2000
