G O D F R E Y & K A H N, S. C.
Attorneys At Law
780 North Water Street
Milwaukee, WI 53202-3590
TEL: (414) 273-3500 FAX: (414) 273-5198
www.gklaw.com
September 27, 2000
Strong Municipal Funds, Inc.
100 Heritage Reserve
Menomonee Falls, Wisconsin 53051
Re: Strong Municipal Advantage Fund
Gentlemen:
We have acted as your counsel in connection with the preparation of a
Registration Statement on Form N-1A (Registration Nos. 33-7603; 811-4770) (the
"Registration Statement") relating to the sale by you of an indefinite number
of shares (the "Shares") of common stock, $.00001 par value of the Advisor
class of the Strong Municipal Advantage Fund (the "Fund"), a series of Strong
Municipal Funds, Inc. (the "Company"), in the manner set forth in the
Registration Statement (and the Prospectuses of the Fund included therein).
We have examined: (a) the Registration Statement (and the Prospectuses of the
Fund included therein), (b) the Company's Articles of Incorporation and
By-Laws, each as amended to date, (c) certain resolutions of the Company's
Board of Directors, and (d) such other proceedings, documents and records as we
have deemed necessary to enable us to render this opinion.
Based upon the foregoing, we are of the opinion that the Shares, when sold as
contemplated in the Registration Statement, will be duly authorized and validly
issued, fully paid and nonassessable except to the extent provided in Section
180.0622(2)(b) of the Wisconsin Statutes.
We consent to the use of this opinion as an exhibit to the Registration
Statement. In giving this consent, however, we do not admit that we are
"experts" within the meaning of Section 11 of the Securities Act of 1933, as
amended, or within the category of persons whose consent is required by Section
7 of said Act.
Very truly yours,
/s/ Godfrey & Kahn, S.C.
GODFREY & KAHN, S.C.
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