Exhibit 5.1
[Letterhead of Stevens & Lee, P.C.]
(610) 478-2000
September 15, 2000
Board of Directors
First Leesport Bancorp, Inc.
133 North Centre Avenue
Leesport, Pennsylvania 19533
Re: Registration Statement on Form S-3/
Amended and Restated Dividend Reinvestment and
Stock Purchase Plan
Ladies and Gentlemen:
You have asked us to provide you with our opinion whether
the 200,000 shares of First Leesport Bancorp, Inc. (the
"Company") common stock, $5.00 par value (the "Common Stock"),
covered by the Company's Registration Statement on Form S-3 (the
"Registration Statement") filed with the Securities and Exchange
Commission under the Securities Act of 1933, as amended, with
respect to the Company's Amended and Restated Dividend
Reinvestment and Stock Purchase Plan (the "Plan"), when and if
such shares are issued pursuant to and in accordance with the
Plan, will be duly and validly issued, fully paid and
nonassessable.
In connection with this matter, we, as counsel to the
Company, have reviewed the following:
(1) The Pennsylvania Business Corporation Law of 1988, as
amended;
(2) the Company's Articles of Incorporation;
(3) the Company's Bylaws;
(4) resolutions adopted by the Board of Directors of the
Company relating to the Registration Statement;
(5) the Registration Statement;
(6) the Plan; and
(7) copies of the certificates representing shares of the
Common Stock.
Based upon such review, it is our opinion that the Common
Stock issuable under the Plan, when and as issued in accordance
with the provisions of the Plan, will be duly and validly
issued, fully paid and nonassessable. In giving the foregoing
opinion, we have assumed that the Company will have, at the time
of the issuance of such Common Stock, a sufficient number of
authorized shares available for issue.
We consent to the filing of this opinion as an exhibit to
the Registration Statement and to the reference to us under the
heading "LEGAL MATTERS" in the related Prospectus. In giving
this consent, we do not thereby admit that we come within the
category of persons whose consent is required under Section 7 of
the Securities Act of 1933, as amended, or the rules and
regulations of the Securities and Exchange Commission
thereunder.
Very truly yours,
STEVENS & LEE
/s/ Stevens & Lee
Board of Directors
First Leesport Bancorp, Inc.
September 15, 2000
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