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
December 14, 2000
Strong Municipal Funds, Inc.
100 Heritage Reserve
Menomonee Falls, Wisconsin 53051
Re: STRONG TAX-FREE MONEY FUND
Ladies and 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 Strong Tax-Free
Money Fund (the "Fund"), a class of Strong Municipal Funds, Inc. (the
"Company"), in the manner set forth in the Registration Statement (and the
Prospectus of the Fund included therein).
We have examined: (a) the Registration Statement (and the Prospectus 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.
