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EXHIBIT 5.1
December 14, 2000
SigmaTron International, Inc.
2201 Landmeier Road
Elk Grove Village, Illinois 60007
Ladies & Gentlemen:
We have acted as counsel for SigmaTron International, Inc. (the
"Company") in connection with the filing with the Securities and Exchange
Commission of a Registration Statement on Form S-8 (the "Registration
Statement") relating to the offer and proposed registration of 500,000 shares of
the Company's common stock, $.01 par value ("Common Stock"), under the terms of
the Company's 2000 Directors' Stock Option Plan and 2000 Employee Stock Option
Plan (the "Stock Purchase Plans"), described in the Registration Statement.
In arriving at this opinion, we have examined the Company's Articles of
Incorporation, its Bylaws, the records of the corporate proceedings of the
Company authorizing the issuance and sale of the shares of Common Stock covered
by the Registration Statement, the Stock Purchase Plans and such other
instruments and documents as we have deemed appropriate.
Based upon the foregoing, we are of the opinion that said shares of
Common Stock are duly authorized, and upon delivery of same to the participants
under the Stock Purchase Plans against payment therefor upon the terms set forth
in the Stock Purchase Plans, said shares of Common Stock will be validly issued,
fully paid and non-assessable shares of Common Stock of the Company.
We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to our firm in such Registration
Statement.
Very truly yours,
D'ANCONA & PFLAUM LLC
By: /s/ Arthur Don
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Arthur Don, a Member
LD/SC/AD
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