EXHIBIT 5.1
December 7, 2000
Ault Incorporated
7105 Northland Terrace
Minneapolis, MN 55428-1028
RE: OPINION OF COUNSEL AS TO LEGALITY OF 300,000 COMMON SHARES TO
BE REGISTERED UNDER THE SECURITIES ACT OF 1933
Ladies and Gentlemen:
This opinion is furnished in connection with the registration under the
Securities Act of 1933 on Form S-8 of 300,000 Common Shares, no par value, of
Ault Incorporated (the "Company") offered to employees of the Company pursuant
to the Ault Incorporated 1996 Stock Option Plan (the "Plan").
As general counsel for the Company, we advise you that it is our
opinion, based on our familiarity with the affairs of the Company and upon our
examination of pertinent documents, that the 300,000 Common Shares to be offered
by the Company under the Plan will, when paid for and issued, be validly issued
and lawfully outstanding, fully paid and nonassessable shares of Common Stock of
the Company.
The undersigned hereby consent to the filing of this opinion with the
Securities and Exchange Commission as an Exhibit to the Registration Statement
with respect to said Common Shares under the Securities Act of 1933.
Very truly yours,
LINDQUIST & VENNUM P.L.L.P.
/s/ Lindquist & Vennum P.L.L.P.
