Exhibit 5.1
December 8, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
RE: SENSORY SCIENCE CORPORATION 1993 EMPLOYEE STOCK OPTION PLAN
Ladies and Gentlemen:
We have acted as counsel to Sensory Science Corporation, a Delaware
corporation (the "Company"), in connection with its Registration Statement on
Form S-8 (the "Registration Statement") filed under the Securities Act of 1933,
relating to the registration of 650,000 shares of its Common Stock, $.001 par
value (the "Shares"), issuable pursuant to the Company's 1993 Employee Stock
Option Plan (the "Plan").
In that connection, we have examined such documents, corporate records, and
other instruments as we have deemed necessary or appropriate for purposes of
this opinion, including the Articles of Incorporation and Bylaws of the Company.
Based upon the foregoing, we are of the opinion that:
i. The Company has been duly organized and is validly existing as a
corporation under the laws of the State of Delaware.
ii. The Shares, when issued and sold in accordance with the terms of
the Plan, will be validly issued, fully paid, and nonassessable.
We hereby consent to the use of this opinion as an exhibit to the
Registration Statement.
Very truly yours,
SNELL & WILMER L.L.P.
