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EXHIBIT 5.1
November 29, 2000
SpeedFam-IPEC, Inc.
305 North 54th Street
Chandler, AZ 85226
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 November 29, 2000 (the
"Registration Statement") in connection with the registration under the
Securities Act of 1933, as amended, of an aggregate of 300,000 shares of your
Common Stock, no par value (the "Plan Shares"), reserved for issuance pursuant
to the 1995 Employee Stock Purchase Plan of SpeedFam-IPEC, Inc. (the "Plan").
As legal counsel for SpeedFam-IPEC, Inc. (the "Company"), 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 Plan Shares pursuant to
the Plan.
It is our opinion that the Plan Shares, when issued and sold in the manner
described in the Plans, and pursuant to the agreement that accompanies each
grant under the Plan, 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
WILSON SONSINI GOODRICH & ROSATI
Professional Corporation