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Exhibit 5.1
MORRISON & FOERSTER LLP
Palo Alto, California
June 8, 2000
PLX Technology, Inc.
390 Potrero Avenue
Sunnyvale, California 94086
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-8 to be filed by PLX
Technology, Inc. (the "Company") with the Securities and Exchange Commission
(the "SEC") in connection with the registration under the Securities Act of
1933, as amended, of an aggregate of 1,500,000 shares of the Company's Common
Stock, $.001 par value (the "Plan Shares") which will be issuable under the PLX
Technology, Inc. 1999 Stock Incentive Plan (the "Plan").
As your counsel in connection with the Registration Statement, we have
examined the proceedings taken by you in connection with the Plan and the
authorization of the issuance of the shares of Common Stock under the Plan and
such documents as we have deemed necessary to render this opinion.
Based upon the foregoing, it is our opinion that the Plan Shares, when
issued and outstanding pursuant to the terms of the Plan, will be validly
issued, fully paid and nonassessable shares of the Company's Common Stock.
We consent to the use of this opinion as an exhibit to the Registration
Statement.
Very truly yours,
/s/ Morrison & Foerster LLP
