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Previous: TELTRONICS INC, S-4, 2000-04-05 |
Next: TELTRONICS INC, S-4, 2000-04-05 |
Exhibit 5.1
April 4, 2000
United States Securities and Exchange Commission
450 5th Street NW
Judiciary Plaza
Washington, D.C. 20549
RE: Teltronics, Inc.
Registration Statement on Form S-4
Gentlemen:
We have been requested by Teltronics, Inc., a Delaware corporation ("Teltronics"), to furnish you with our opinions as to the matters hereinafter set forth in connection with the proposed registration under the Securities Act of 1933, as amended ("Act"), and the rules and regulations promulgated thereunder ("Rules"), of Six Hundred Sixty-Two Thousand, Five Hundred (662,500) shares ("Shares&q
In this connection, we have examined the Registration Statement proposed to be filed with the Securities and Exchange Commission ("Commission"), and originals, or copies authenticated to our satisfaction, of (a) the Restated Certificate of Incorporation and By-Laws of Teltronics, in each case, as amended; (b) the Agreement, (c) records of proceedings of the Board of Directors of Teltronics; and (d) such other do cials or others as we have deemed necessary to form a basis for the opinions hereinafter expressed.
Based upon the foregoing and having regard for such legal considerations as we deem relevant, we are of the opinion that the Shares, when issued and delivered to Telident in accordance with the terms and conditions of the Agreement, and subject to any and all restrictions imposed by the Agreement, will be legally issued, fully paid and non-assessable.
The opinions herein expressed are as of the date of this letter and are subject to appropriate modification as to the events occurring after such date. We express ent, and subject to any and all restrictions imposed by the Agreement, will be legally issued, fully paid and non-assessable.
The opinions herein expressed are as of the date of this letter and are subject to appropriate modification as to the events occurring after such date. We express
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no opinion as to any matter not expressly stated herein and express no opinion concerning any law other than the law of the State of Delaware.
We hereby consent to the use of this letter as an exhibit to the Registration Statement. In giving this consent we not thereby admit that we come within the category of persons whose consent is required by the Act or the Rules.
Very truly yours,
John N. Blair
JNB/dll
Enclosure
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