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EXHIBIT 5.1
July 31, 2000
Plantronics, Inc.
345 Encinal Street
Santa Cruz, CA 95060
RE: REGISTRATION STATEMENT ON FORM S-8
Ladies and Gentlemen:
We have examined the Registration Statement on Form S-8 to be filed by
you with the Securities and Exchange Commission on or about July 31, 2000 (the
"REGISTRATION STATEMENT"), in connection with the registration under the
Securities Act of 1933, as amended, of an additional 2,670,000 shares (reflects
a 3:1 stock split which occurred on July 18, 2000) of your Common Stock, par
value $0.01 per share (the "SHARES") reserved for issuance under the your 1993
Stock Plan and your 1993 Director Stock Option Plan (collectively, the "PLANS").
As legal counsel for Plantronics, Inc., a Delaware corporation, we have examined
the proceedings taken and are familiar with the proceedings proposed to be taken
by you in connection with the issuance and sale of the Shares pursuant to the
Plans.
It is our 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.
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 amendments thereto.
Very truly yours,
/s/ WILSON SONSINI GOODRICH & ROSATI
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WILSON SONSINI GOODRICH & ROSATI
Professional Corporation
