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EXHIBIT 5.1
WILSON SONSINI GOODRICH & ROSATI
PROFESSIONAL CORPORATION
650 PAGE MILL ROAD
PALO ALTO, CALIFORNIA 94304-1050
TELEPHONE 650-493-9300 FACSIMILE 650-493-6811
September 21, 2000
Solectron Corporation
777 Gibraltar Drive
Milpitas, California 95035
RE: Registration Statement on Form S-3
Ladies and Gentlemen:
We have acted as counsel to Solectron Corporation, a Delaware corporation
(the "Company" or "you") and have examined the Registration Statement on Form
S-3 (the "Registration Statement") to be filed by the Company with the
Securities and Exchange Commission on or about September 21, 2000 in connection
with the registration under the Securities Act of 1933, as amended, of 2,491,272
shares of the Company's Common Stock (the "Shares"), issued to the former
stockholders of Bluegum Group Pty Limited pursuant to the Share Acquisition
Agreement dated May 31, 2000 (the "Agreement").
As your legal counsel, we have examined the Restated Certificate of
Incorporation and Bylaws of the Company, the Agreement and such other documents
of the Company as we have deemed necessary or appropriate for the purposes of
the opinion expressed herein, and are familiar with the proceedings proposed to
be taken by you in connection with the sale and issuance of the Shares pursuant
to the Agreement.
In our opinion, the Shares, when issued and sold pursuant to the Agreement,
will be legally and validly issued, fully paid and nonassessable.
We consent to the use of this opinion as an exhibit to the Registration
Statement and further consent to the use of our name wherever appearing in the
Registration Statement and any subsequent amendment thereto.
Very truly yours,
WILSON, SONSINI, GOODRICH & ROSATI
Professional Corporation
/s/ Wilson Sonsini Goodrich & Rosati
