<page> 1
EXHIBIT 5.0 OPINION OF MULDOON MURPHY & FAUCETTE LLP
<page> 2
[LETTERHEAD OF MULDOON MURPHY & FAUCETTE LLP]
August 23, 2001
Board of Directors
DutchFork Bancshares, Inc.
1735 Wilson Road
Newberry, South Carolina 29108
Re: Newberry Federal Savings Bank Director Deferred Compensation Plan
Ladies and Gentlemen:
We have been requested by DutchFork Bancshares, Inc., a Delaware
corporation (the "Company") to issue a legal opinion in connection with the
registration of 27,560 shares of the Company's Common Stock, $.01 par value (the
"Shares"), on Form S-8 under the Securities Act of 1933, as amended. The Shares
may be issued under the Newberry Federal Savings Bank Director Deferred
Compensation Plan (the "Plan").
We have made such legal and factual examinations and inquires as we
deemed advisable for the purpose of rendering this opinion. In our examination,
we have assumed and have not verified (i) the genuineness of all signatures,
(ii) the authenticity of all documents submitted to us as originals, (iii) the
conformity with the originals of all documents supplied to us as copies, and
(iv) the accuracy and completeness of all corporate records and documents and of
all certificates and statements of fact, in each case given or made available to
us by the Company or its subsidiary, Newberry Federal Savings Bank.
Based on the foregoing and limited in all respects to Delaware law and
the facts as they exist on the date hereof, it is our opinion that the Shares
reserved under the Plan have been duly authorized and, upon the issuance of the
Shares in the manner described in the Plan, will be validly issued, fully paid
and nonassessable.
The following provisions of the Certificate of Incorporation may not be
given effect by a court applying Delaware law, but in our opinion the failure to
give effect to such provisions will not affect the duly authorized, validly
issued, fully paid and nonassessable status of the Common Stock:
<page> 3
Board of Directors
August 23, 2001
Page 2
(a) Subsections C.3 and C.6 of Article FOURTH which grant the
Board the authority to construe and apply the provisions
of that Article and subsection C.4 of Article FOURTH, to
the extent that subsection obligates any person to provide
the Board the information such subsection authorizes the
Board to demand, in each case to the extent, if any, that
a court applying Delaware law were to impose equitable
limitations upon such authority; and
(b) Article NINTH which authorizes the Board to consider the
effect of any offer to acquire the Company on
constituencies other than stockholders in evaluating any
such offer.
This opinion is rendered to you solely for your benefit in connection
with the issuance of the Shares as described above. This opinion may not be
relied upon by any other person or for any other purpose, and it should not be
quoted in whole or in part or otherwise referred to or be filed with or
furnished to any governmental agency (other than the Securities and Exchange
Commission in connection with the aforementioned Registration Statement on Form
S-8 in which this opinion is contained) or any other person or entity without
the prior written consent of this firm.
We note that, although certain portions of the registration statement on
Form S-8 (the financial statements and schedule) have been included therein
(through incorporation by reference) on the authority of "experts" within the
meaning of the Securities Act, we are not experts with respect to any portion of
the Registration Statement, including without limitation to the financial
statements or schedules or the other financial information or data included
therein.
We hereby consent to the filing of this opinion as an exhibit to, and
the reference to this firm in, the Company's Registration Statement on Form S-8.
Very truly yours,
/s/ Muldoon Murphy & Faucette LLP
MULDOON MURPHY & FAUCETTE LLP