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(THE 3DO COMPANY LETTERHEAD)
EXHIBIT 5.1
December 12, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
As general counsel of The 3DO Company, a Delaware corporation (the
"Company"), I am rendering this opinion in connection with the registration
under the Securities Act of 1933, as amended, of up to 11,289,723 shares the
Common Stock, $0.01 par value, of the Company which may be issued purchase to
the exercise of options granted under The 3DO Company 1993 Incentive Stock Plan
and the 1994 Employee Stock Purchase Plan (the "Plans"). I have examined the
proceedings taken and am familiar with the issuance and sale of the Shares
pursuant to the Plans.
It is my opinion that, when issued and sold in the manner described in the
Plans and pursuant to the agreements which accompany each grant under the Plans,
the Shares will be legally and validly issued, fully-paid and non-assessable.
I consent to the use of this opinion as an exhibit to the Registration
Statement, and further consent to the use of my name wherever appearing in the
Registration Statement and amendments thereto.
Respectfully submitted,
/s/ James Alan Cook
James Alan Cook
Executive Vice President
And General Counsel
