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Exhibit 5.1
October 4, 2000
InterTAN, Inc.
3300 Highway #7, Suite 904
Concord, Ontario, Canada L4K 4M3
Re: Registration Statement on Form S-8
Ladies and Gentlemen:
We have acted as counsel for InterTAN, Inc., a Delaware corporation (the
"Company"), in connection with the registration under the Securities Act of
1933, as amended (the "Securities Act"), of an aggregate of 200,000 shares of
the Company's Common Stock, $1.00 par value per share (the "Shares"), for
issuance under the InterTAN, Inc. Restricted Stock Unit Plan (the "Plan").
We have participated in the preparation of the Company's Registration
Statement on Form S-8 (the "Registration Statement") covering the issuance and
sale of Shares, filed with the Securities and Exchange Commission, relating to
the registration of the Shares under the Securities Act.
In connection with the foregoing, we have examined the originals or copies,
certified or otherwise authenticated to our satisfaction, of the resolutions of
the Company's Board of Directors establishing the Plan, the Registration
Statement and such corporate records of the Company, certificates of officers of
the Company, and other instruments and documents as we have deemed necessary to
require as a basis for the opinion hereinafter expressed. As to various
questions of fact material to such opinion, we have, where relevant facts were
not independently established, relied upon statements of officers of the Company
whom we believe to be responsible.
Based upon the foregoing and in reliance thereon, we advise you that in our
opinion the Shares, when issued and delivered in accordance with the provisions
of the Plan, will be validly issued, fully paid and nonassessable.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement.
Respectfully submitted,
THOMPSON & KNIGHT L.L.P.
By:/s/ ANN MARIE COWDREY
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Ann Marie Cowdrey, Partner
