EXHIBIT 5.1
[LETTERHEAD]
August 11, 2006
EchoStar Communications Corporation
9601 S. Meridian Blvd.
Englewood, CO 80112
9601 S. Meridian Blvd.
Englewood, CO 80112
Re: Registration Statement on Form S-8 (the “Registration Statement”)
Gentlemen:
I am Executive Vice President, Corporate Secretary and General Counsel of EchoStar Communications Corporation, a Nevada corporation formed in April 1995 (the “Company”), and have acted as such in connection with the authorization to issue up to: (i) 1,000,000 shares of the Company’s Class A Common Stock, par value of $0.01 per share (the “Common Shares”), issued or to be issued under the Company’s amended and restated 1997 Employee Stock Purchase Plan (the “ESPP”); and (ii) 1,000,000 Common Shares, issued or to be issued under the Company’s amended and restated 2001 Nonemployee Director Stock Option Plan (the “2001 Plan”) (the ESPP and the 2001 Plan collectively referred to as the “Plans”). I have reviewed originals, or copies certified or otherwise identified to my satisfaction as copies of originals, of the various proceedings taken by the Company to effect such authorizations, and have examined such other agreements, instruments, documents and corporate records of the Company as I have deemed necessary or appropriate as a basis for the opinion hereinafter expressed.
Based upon the foregoing and having regard for such legal considerations as I deem relevant, , I am of the opinion that the Common Shares of the Company issuable pursuant to the Plans have been duly authorized for issuance and will be legally issued, fully paid and non-assessable when issued as provided in the Plans.
I am admitted to practice only in the State of Colorado and do not purport to be an expert on the laws of any other jurisdiction other than the laws of the State of Colorado and Federal law.
I consent to the filing of this opinion as an exhibit to the Registration Statement relating to the Plans.
Very truly yours,
ECHOSTAR COMMUNICATIONS CORPORATION | ||||
/s/ David K. Moskowitz | ||||
David K. Moskowitz | ||||
Executive Vice President, Corporate Secretary and General Counsel | ||||
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